Puella Magi Madoka Magica: Reconnect
by monkeycyborgninja
Summary: "I've been having some weird thoughts lately... like, is any of this real, or not?" A year has passed since Madoka returned to Japan, and when she begins to question her own memories, she sets out on a journey to find the one person she believes has the answers, all with the help of a key shaped sword.
1. Prologue: An Unexpected Connection

**A/N: …This story shouldn't exist. No seriously, this story REALLY shouldn't exist. I have so many other stories I could be writing for, and yet with the new Kingdom Hearts 3 trailer and all the KH3 news lately, this was an itch I just had to scratch. Anyway, enjoy the prologue.**

 **Disclaimer: I don't own Kingdom Hearts or Puella Magi Madoka Magica**

* * *

 **Prologue: An Unexpected Connection**

"Homura-chan?"

"I've finally… caught you~"

"Homura-chan, don't! You'll rip me apart!"

"I told you, Madoka. I'll never let you go again."

"Sayaka-chan, everyone… somebody please… help me…"

…

…

 _Hello, who's there?_

"Huh, who are…?"

Falling. No, sinking, yes, she was sinking, deeper and deeper into a watery abyss, far from the surface that was the waking world. Madoka could feel the warm and soothing water around her, slowly she opened her clouded eyes as she felt her descent coming to an end. She felt no irritation in her eyes, the feeling of water dissipating as she came slowly falling onto a bright, glowing platform, the moment her feet touched down she felt as if she was standing once again on dry land.

 _I am a sleeping heart._

"Sleeping… heart?" Madoka replied to the mysterious voice.

 _Yes, I went to sleep to reclaim something I lost._

 _But then, I heard a cry for help in the darkness, and followed it here._

"…I cried for help?" Madoka said quizzically.

 _You don't remember?_

The young pinkette struggled to recollect how she had gotten there, but nothing came to her. She shook her head in response before hanging it disappointedly.

 _But you're heart._

 _It's been fractured._

"It has?" Madoka said. She looked around and realized that the floor she stood on truly was just a small fragment of what seemed to be a much bigger, circular pillar. "Oh, you're right, I guess… something must have happened." She deduced, deeply troubled that she couldn't seem to remember. Suddenly, she was brought out of her thoughts by the feeling of an eerie presence. From the very edge of the fragment, a dark haze began to form and spread around it, slowly forming into the shape of the missing piece of the pillar. "What's happening?"

 _Your heart is being rebuilt._

"Oh, thank goodness." She said with a sigh of relief.

 _But… this terrible darkness…_

"Huh?" Madoka gasped with concern. Suddenly, she felt a cold aching in her chest and a pounding in her head as the darkness continued to spread beyond what was missing and into the small fragment of light that remained. "What… what's happening? Stay away!" Madoka cried as she stepped away from the creeping darkness. She clumsily tried to keep her balance as she nearly stepped off of the platform. She looked over at the dark abyss that awaited her with a single misstep and couldn't help but step away from the edge, her foot sinking into the darkness that engulfed the fragment.

"Ahh!" She cried as her other foot sank as well. She desperately tried to remove her appendages from the black sludge, but the struggling only made her sink deeper and deeper. "No, I'm… I'm slipping away!" She said as she began to struggle to even keep consciousness the more she was swallowed by the darkness. She could feel it, fabricated memories flowing into her, suffocating her, consuming her. Pretty soon, there would be nothing left of her true self.

"No, no please stop… I-I don't want this, I'm scared!" She pleaded to the empty void, reaching out her only free hand. Tears weld up in her eyes as the darkness swallowed her face, blinding her and threatening to drown her, to silence her for good.

 _Here, I'll help you._

Madoka felt a warm hand grasp at her own; her vision obscured by darkness one moment was now blinded by light the next. As she struggled to keep her eyes open, she could make out the faint shape of a person, taking hold of her hand and heaving her out of the dark. The light faded slightly once she was on solid ground again, she saw the light of her fragment begin to grow, to chase away the darkness until it covered about a third of the space, seems that's all that could be saved.

 _Our hearts have joined._

Suddenly, the light and darkness both shined a bright pink, Madoka looking in awe as the space turned into a stained-glass floor, depicting herself sleeping on a rim of strange teardrop shaped symbols. The background depicted a panoramic view of a cityscape at night as seen from a field of flowers.

 _Somebody else's darkness has filled your heart._

 _But don't worry._

 _Until you can free yourself from it, I'll help you protect the part that makes you "you"._

"…Thank you." Madoka said with immense gratitude, clutching her chest as she enjoyed the warm, comforting light that filed her heart. Her clouded, golden eyes came to life again as they flashed a deep blue before fading into a bright pink that matched the color of her hair.

 _It's time to wake up now._

 _See you again…someday._

* * *

Madoka let out a small gasp as she woke up from her slumber, clutching a stuffed rabbit in her arms with her hair and bed sheets a mess. She sat up on the bed, letting out a tired sigh as she snuggled up against her sleeping companion.

"What a weird dream." She said as she struggled to recall the details. She looked around at her room, there were still boxes left unpacked, but she had already begun to fill the room with her personal belongings, slowly but surely turning it into a comfortable abode for her. She glanced over at the clock on her nightstand before letting go of the rabbit and crawling over to the window, pulling apart the blinds and opening it up, letting in the cool spring breeze.

"Well, I better get ready, don't want to be late for my first day of school." She said as she admired the nostalgic sight of the rising sun against the buildings of Mitakihara City, completely oblivious to the unnatural half moon still shining brightly in the sky.

* * *

 **A/N: So yeah, this was just an idea I had after replaying Birth by Sleep; this prologue takes place at the end of The Rebellion Story movie and just before the beginning of Kingdom Hearts 2, in case anyone was wondering. Not gonna lie, I might just make the full first chapter soon, that itch is a full blown rash at this point, with that said I hope you all liked this prologue and look forward to what comes next. See you later and remember to R &R please.**


	2. A Scattered Dream and a Far-Off Memory

**A/N: Hey guys, first off let me just say how glad I am that you all liked the prologue so much, like really I'm surprised how enthusiastic you all got from just a prologue, hopefully I can live up to those expectations. Anyway, enjoy the story.**

 **Disclaimer: I don't own Kingdom Hearts or Puella Magi Madoka Magica**

* * *

 **A Scattered Dream and a Far-Off Memory**

"Sora… Sora! Wake up you lazy bum!"

Madoka struggled to open her eyes as the intense light of the morning sun shined on her face. She struggled to fully wake, the calming scent of the island breeze and the soothing sounds of the waves crashing on the shore threatening to lull her back to sleep. Eventually she summoned the strength to sit up, rubbing the sleep out of her eyes before she took a look at her surroundings.

"This is… my room?" Madoka said quizzically. It took a moment but she recognized the space as her own bedroom, decorated with various posters and stuffed animals collected over the years. She let out a loud yawn as she stretched out her tired muscles. "I dreamt of that place again, how many times does that make it? …Sora." She said, she had many strange dreams like that, but that name was the only thing that tied them all together, just who was Sora? She set the matter aside as she glanced over at her clock, a look of panic appearing on her face once she realized the time.

"Ah, I'm going to be late!" She cried as she hopped out of bed and collected her belongs, including a notebook on her desk that was open to an unfinished sketch. She threw it into her book bag before grabbing her uniform off the wall and began changing.

* * *

"Good morning!" Madoka called out to her friends. She trotted up to them as they turned to greet her.

"Cutting it a bit close there aren't we Madoka?" Sayaka asked teasingly.

"Honestly, we event went with Mami to drop off Nagisa at the elementary school and we still beat you here." Kyoko added.

"Hihi, sorry." Madoka giggled, scratching the back of her head apologetically. They continued their trek to school, other straggling students going about their own business as they walked the stone path to the schoolyard.

"Oh, Madoka did you hear, Hitomi and Kyousuke broke up yesterday." Sayaka informed, much to the pinkette's shock.

"Eh, really!?"

"Are you really that surprised, it was a long time coming if you ask me." Kyoko stated, her head leaning back on her hands lazily. "I've only talked to that girl a handful of times and every single one all she did was complain about Violin Boy."

"Yeah, that's true." Madoka lamented, it was plain to see how frustrated Hitomi was getting with the musician; it was a wonder how they managed to stay together for nearly a year.

' _It really has been a year, hasn't it?_ ' Madoka thought to herself, looking up at the sky. It was hard to believe that she had been back in Japan for almost a whole year now, she remembered how much she struggled to get readjusted in the beginning, but before she knew it, it was like she never even left. She instantly reconnected with her childhood friend Sayaka, and made fast friends with her classmate Sakura Kyoko. The rather wild girl was living with a kind upperclassmen of theirs, Tomoe Mami, who had also took in a young elementary school girl, Momoe Nagisa. Madoka really admired Mami's drive, despite taking care of two roommates, she managed to get into a very high quality high school and till managed to drop Nagisa off every morning. She was really glad to have such great friends; it was almost too good to be true… to the point where she found herself having to validate it all to herself just like this every now and again.

"…Oh, Sayaka-chan, this could be your chance!" Madoka encouraged, returning from her thoughts.

"As if, after seeing how terrible of a boyfriend Kyousuke is I kind of feel like I dodged a bullet on this one." Sayaka replied with a lighthearted chuckle.

"Sure, sure, and that new hairpin your sporting is in no way meant to try and get his attention, now is it?" Kyoko teased with a smug grin.

"Th-that is completely unrelated, I just saw it at the mall the other day and liked it!" Sayaka retorted, a slight blush on her cheeks. Though it was easy to see where Kyoko got that idea from, as the pin was shaped like a musical note. Kyoko and Madoka shared a laugh at Sayaka's expense as they walked up the steps to the school.

It was still a bit disorienting to have to go to the third year classrooms rather then the second years', but they found their classroom quick enough and just in time as well. As soon as they walked through that door Madoka's eyes immediately fell on a seat at the edge of the classroom, the student sitting there looking lazily out the window. Akemi Homura, she was in Madoka's class last year as well, and just like back then she gave of a feeling of loneliness every time she looked at her. She was a rather pretty girl, long black hair contrasting pale skin, if she just got a little bit more sleep her bag free face would certainly be beautiful, and yet everybody avoid her like the plague… no, it was more like they didn't even notice she was there.

Madoka was brought out of her thoughts by the sound of the morning bell, she along with the rest of the students quickly took their seats and gave their homeroom teacher their attention, all accept for Homura, who continued to just stare out the window.

* * *

"Eh, living shadows?" Madoka gasped in surprise, it was lunch period and the trio of girls went up to the rooftop to enjoy the beautiful spring day as they ate their food.

"You've been looking at that stupid urban legend site again haven't you?" Kyoko said with disinterest.

"I'm telling you, this one's different!" Sayaka insisted as she pulled out her phone and practically shoved it into Madoka's face. "Here, take a look."

"Umm… black shadows pop out from the ground and spirit people away?" Madoka read the awkwardly worded title of the article.

"You know all of those disappearances that have been happening down at the shopping district, well a lot of people are saying that they've been seeing these moving shadows in that area to, some even saw them attacking people!" Sayaka explained.

"Ehh, really?!" Madoka cried in distress.

"Oh please, that's totally just people overreacting about the kidnappings, isn't it?" Kyoko asserted as she stuck a pocky stick in her mouth. "It's like the UFOs all over again."

"…I saw it though, with my very own eyes." Sayaka rebuked with a confident smile, much to her friends' surprise.

"Say what?" Kyoko replied incredulously.

"You saw a weird creature Sayaka-chan, did it attack you?" Madoka asked with concern.

"I'm fine, I'm fine, I just saw one wondering around an alley when I was shopping the other day." Sayaka claimed. "It was this weird, black, bug looking thing, and after it was done feeling around it faded into the ground and just… disappeared." She said with a dramatic, eerie hand gesture.

"Yeah right." Kyoko replied with a roll of her eyes.

"Don't believe me, well then take a look at this!" Sayaka said as she snatched her phone back and searched it before holding it out for them both to see. On the screen was a very poorly taken picture of an alleyway with a black smudge on the ground that just barely resembled the shape of a creature. "See, hard evidence of the shadow fading into the ground!" The blunette boasted.

"Are you kidding me, that's obviously just the shadow of a dog or something!" Kyoko insisted.

"Mmm… I don't know Kyoko-chan, it looks a little weird to be a dog or a cat." Madoka said, boosting Sayaka's confidence.

"Then it's photoshopped or something, but there's no way that there's evil shadow creatures spiriting people away!" Kyoko asserted with an annoyed scowl.

"Oh come on, is a picture and an eye witness seriously not enough for you?" Sayaka replied with a fed up expression of her own.

"Until I see it for myself, I'm calling it a hoax and _you_ delusional!" Kyoko shot back, the two girls standing off with each other. Madoka however didn't pay much attention to their argument, her eyes firmly glued to the picture on Sayaka's phone. The image, while poorly photographed, didn't looked doctored in any way to Madoka, why that was she couldn't exactly tell, it just seemed natural to her… familiar to her. She could just picture the shadow rising from the ground, brandishing sharp claws as its beady yellow eyes stared down it's prey before leaping at its…

"What about you Madoka?" Sayaka asked, bringing the pinkette out of her thoughts.

"Eh, s-sorry, what was that?" Madoka replied quizzically.

"We're going to the shopping district tomorrow to look for proof of the living shadows, you wanna come with us?" Sayaka offered.

"To look for… monsters?" Madoka said in a frightful tone.

"Oh come on Madoka, you don't actually believe we'll find anything, do you?" Kyoko reassured teasingly. "Besides, when we _don't_ find anything, this idiot here's gonna treat us to some ramen." She added smugly.

"We'll see who's treating who when I get the first candid shot of an evil shadow spirit." Sayaka rebuked confidently with a playful wink. Their banter put Madoka at ease as she considered the invitation. As long as they didn't stay out to late they probably wouldn't risk being the latest victims of the kidnappings, and regardless of what they found it would at least by a fun day out with her friends.

"Ok, sounds like fun." Madoka replied with an enthusiastic smile.

"That's the spirit Madoka." Sayaka said as she and Kyoko sat back down to finish their lunches.

* * *

The final bell was a welcomed sound to the students of Mitakihara Municipal Middle School, few paid attention to the teacher's closing remarks as they quickly packed up to head home, and Madoka and her friends were no different.

"Come on Madoka." Sayaka rushed as she and Kyoko passed her seat on their way to the door.

"Ok~." Madoka cooed as she put the last few pieces of school supplies in her bag. She placed the bag strap over her shoulder and stood from her desk, however before she moved from it Madoka couldn't help but notice that Homura was still sitting in her own seat, notebook and pencils still out as she rested her cheek on her hand and looked out the window.

"You coming Madoka?" Kyoko called from the doorway.

"Huh, oh right…" Madoka trailed off as she glanced back at Homura. "…Just give me one second." She requested as she made her way over to the only other remaining student in the classroom.

"Madoka wait…" Sayaka attempted to stop her, only for Kyoko to hold her back, a knowing shake of her head enough explanation for the blunette.

"…Um, Homura-chan?" Madoka addressed her, causing the girl to turn her attention to her, Homura's piercing gaze alone making Madoka consider retreated.

"What is it, Madoka?" Homura replied casually, despite the heavy tension that could be felt in the air.

"Um, well… the three of us were going to go shopping together, Sayaka-chan is even treating us all to ramen afterwards, so…"

"Heh~, sounds like a fun outing." Homura interjected, an amused but forced mile gracing her features.

"Uh, yeah, it's going to be _really_ fun, so if you want…" Madoka continued enthusiastically, but was once again cut off by Homura standing from her desk.

"Well, then I'm sure you'll enjoy it, this is your last year of middle school after all, you have to have as much fun with your friends as possible." She said before taking her leave.

"Ah, wait, Homura-chan!" Madoka pleaded, making Homura stop at the automatic door.

"You really are kind Madoka, but don't worry about me. Just continue living happily like you have been." She stated, her back turned to her as she walked out of the classroom and the door closed behind her. Madoka started at the door solemnly, another failure it seemed. She let out a sad sigh that turned into a gasp of pain when Sayaka flicked her on the forehead.

" _Madoka_ , I thought I told you to stay away from that girl!" Sayaka scolded with her hands on her hips, Madoka just rubbing her forehead in anguish.

"That hurt Sayaka-chan!" Madoka whined.

"Serves you right for not listening." Sayaka insisted.

"What's your beef with Homura anyway, she doesn't seem that strange to me." Kyoko inquired.

"Are you kidding me, she's a total creep, always sitting there alone with that cold emotionless stare, and then the first day Madoka comes back she goes and harasses her!" Sayaka asserted with a clenched fist.

"I wouldn't say she harassed me." Madoka defended.

"She hugged you out of nowhere and then asked you some weird questions, how is that not harassment?" Sayaka rebuked, Madoka not being able to argue with the point. It's true her first encounter with Homura was rather strange to say the least, but they hadn't really interacted since then, all of Madoka's attempts to get close to her were immediately shot down by the mysterious girl.

"Yeah, I guess that does sound pretty creepy, especially since she just went right back to being a loner." Kyoko admitted. "Speaking of which, why are you so keen on befriending her Madoka, I mean she's obviously not interested, so why put in the effort?"

"Eh, w-well…" Madoka struggled for an answer, why did she want to reach out to Homura so much? After what happened on the first day, she should've been afraid of her, or at least brand her a weirdo like Sayaka had, and yet she continued to wear the ribbons she gave her on that day, and consistently ask her to join her for lunch and friendly outings, why?

"It's just… Homura-chan is always alone; nobody ever talks to her, or even tries to be her friend. I guess I just thought… it would be better if she weren't alone all the time." Madoka said, clutching her chest at the strange solemn feeling that filled it whenever she thought of Homura. Sayaka noticed her friend's unease and sighed in defeat before petting the girl on the head.

"Well hey, maybe if we get proof of the living shadows she'll get interested and want to come along next time." Sayaka suggested.

"Really, you think so Sayaka-chan?" Madoka said as she brightened up.

"Of course, loner emo chicks _love_ the occult, she'll definitely want in on the capture mission." Sayaka assured with a puffed out chest, and Madoka seemed to be eating up, much to Kyoko's exasperation. With that the girls finally left the classroom, chatting about their plans for the day off, all while blissfully unaware of the strange, giggling children spying on them from around the corner.

* * *

That night, Madoka stayed up till well after dark, all dressed for bed but sitting at her desk, doodling in a notebook illuminated by a single desk lamp.

"Hmm… It's hard to show details when they're just black shadows." Madoka mused as she shaded in her latest drawing. She had been drawing what she believed the living shadows would look like, a "weird, black, bug looking thing" as Sayaka had put it. She drew it rising up from the ground, on all fours, on its hind legs, and finally leaping to attack someone. The drawings came… a little bit too naturally to her, in fact she found herself tempted to veer off the description and make them more menacing, maybe put them in armor, or make them fly, or simply make them bigger. She looked at the completed series of drawings in thought.

"If we do find something, will Homura-chan really be interested?" She asked the air as she pondered her mysterious classmate. "She seems pretty mature, maybe she'll say it's too dangerous and won't want to go." Apprehension arose in her mind at that thought, but it was just as quickly swept away at the sight of the time. "Ah, it's already this late, I better get to sleep." She said as she closed the notebook and switched off the lamp. She plopped herself down on her soft, comfortable bed, grabbing her stuffed rabbit before pulling the covers over herself.

"I wonder… if I'll dream about him again." She whispered, as she got comfortable, her thoughts and worries slipping away as sleep took her.

…

…

"…Awaken."

A bright light blinked into existence before engulfing Madoka's entire vision, the girl tightening her already shut eyes and raising her hand between her face and the source in a desperate attempt to find relief. Eventually, the light died down and she was able to open her eyes. They widened in shock as she found herself not in her room, but in a dark abyss, the only light being a ray from above that illuminated the stained-glass floor she stood on. Her shock increased further as she saw that the yellow floor depicted herself in a peaceful sleep.

"Huh, w-where am I?" Madoka asked out loud, but of course no answer came. However, suddenly at the other side of the pillar, a dark portal appeared, and through it walked a figure dressed in a black coat, their face obscured by a hood. Madoka gasped at the sudden arrival of the hooded figure, a look of worry and fear painted a cross her face.

"Who are… am I… dead?" Madoka asked, apparently assuming the figure to be a sort of grim reaper. A wave of relief washed over her as the hooded figure silently shook its head. "Then, where am I, and who are you?" She inquired, though only gained silence in return. "Um…"

"So much to do, so little time…" The figure finally spoke; it's voice confirming it to be male. "Take you time. Don't be afraid."

"Huh?" Madoka breathed quizzically, not sure what to make of the statement.

"Now, step forward." The hooded figure instructed, holding his hand out to her. Despite the soft voice, Madoka was still rather intimidated, rather then step forward, she took a step back, only to find that she was standing right at the edge of the pillar above a deep, unwelcoming void.

"Mmm…." With nowhere else to go, Madoka took a deep a breath and began walking towards the mysterious boy. However, his welcoming hand turned into a signal to stop just halfway through. Madoka obeyed with a confused tilt of her head.

"Power sleeps within you. If you give it a form, it will give you strength." Before Madoka could ask, the hooded figure curled his fingers and in a bright flash of light a sword appeared in his hands, much to Madoka's shock. The sword had a yellow guard with a red circle encasing a black symbol that she could swear resembled the head of a mouse.

"The power of the warrior. Invincible courage. A sword of terrible destruction." He changed before releasing his grip on the weapon, letting it float in the air before Madoka.

"Whoa." She gasped at the sight before her. The hooded figure then held his hand out to the left of her, this time a red rimmed, black shield adorned with a red "mouse" symbol appearing in his grasp.

"The power of the guardian. Kindness to aid friends. A shield to repel all." He said before letting the new weapon go and float off to the side. Finally, the figure held out its opposite hand to the right of Madoka, a green staff with a blue mouse head crystal appearing in it.

"The power of the mystic. Inner strength. A staff of wonder and ruin." He stated before unhanding it, letting it float away. The figure then turned its back on Madoka another black portal appearing before him.

"Choose wisely." He advised before stepping through the portal.

"Eh, w-wait!" Madoka called out as the portal disappeared, leaving her all alone once again. "…Choose?" She wondered as she looked at the three weapons. Some how this set up felt almost like the beginning of an RPG, choosing a class or stat growth tree and such, and with that in mind the sword seemed like the obvious choice. She walked up to the bladed weapon, remembering the hooded figure's words as she reached for it.

"Invincible courage. Terrible… destruction." She couldn't bring herself to grab it. She just couldn't picture herself wielding such a destructive weapon, battling evil like a courageous warrior all simply in the name of honor and glory.

"I could never… be a warrior." She admitted with a dejected sigh. She lowered her head in thought when out of the corner of her eye she caught sight of the shield, floating off to the side where the hooded figure had left it. Without much thought, she walked over to the weapon, admiring the neatly polished black and red metal before reaching out and grabbing it with both hands. Its weightlessness disappeared as she hefted it in her hands, admiring its design up close before flipping it over to see its metallic handle. It was more than long enough for the girl to grasp it with both of her small hands, it felt light and natural, and it gave her a sense of comfort that the sword didn't.

"Kindness to aid friends. A shield to repel all." Madoka repeated the hooded figure's words, a smile coming to her face, there was no doubt this was the power she wanted. As soon as she felt that certainty the shield disappeared in a flash of light, followed soon after by the sword and staff. "Huh?" Madoka gasped in confusion, did she choose wrong. Her answer came in the form of a beam of light illuminating another stained-glass pillar a few meters away from her own, standing on the edge looking down at her was the mysterious hooded figure.

"Ah, Hood-san!" Madoka called out with the nickname she gave the figure. The only response she got was him turning around and walking out of sight.

"Hey wait!" Madoka pleaded, reaching out her hand towards the pillar as if that would bring him closer. Suddenly, she heard a strange sound, like the sound one would think a flash of light would make if it made any sound at all. She looked over to the source of the sound and saw a series of rectangular stained-glass platforms appear at the edge of her station, creating a path all the way up to the other.

"Am I… supposed to follow?" Madoka deduced before walking over to the pathway. She felt frightful apprehension as she looked between the space between the station and the first platform at the endless abyss down below. She looked around as if to look for any other option, but of course there was none. Whatever was happening to her, there was no getting around it, and no turning back, so with a deep breath she took her first step onto the floating platform. It felt perfectly stable, as did the next, her resolve strengthening as she made her way up to the second station.

Once there, she noticed that it was identical to the first, only purple in color as opposed to the previous yellow. Waiting to greet her was the hooded figure, once again standing opposite of her at the edge of the station.

"You have gained the power to fight." He said immediately, much to Madoka's confusion.

"Eh, fight?" Before she could question further the Dream Shield reappeared in her hand, making her jump in surprise.

"Use this power to protect yourself and others." The figure continued.

"W-wait, hold on just a second, I can't f-fight!" Madoka denied frantically, clutching the shield nervously. The figure didn't answer her protest and simply waved his hand, three shadows suddenly appearing on the ground and surrounding her. If that wasn't odd enough, those same shadows quickly became three-dimensional, rising from the ground with their bright yellow eyes trained on Madoka.

"Eh… eh, EHHHH!" Madoka cried in disbelief as she looked between the three Shadows.

"There will be times when you have to fight." The figure said regaining Madoka's attention only to see his back turned to her. "Keep your light burning strong." He added before disappearing into a dark portal.

"No, wait, please!" Madoka begged as she attempted to chase after him, only to be confronted by one of the Shadows. Madoka trembled as the creature came closer and closer, her hands gripping the shield's handle like a lifeline as she stepped back. The Shadow seemed to notice her fearful retreat and suddenly sprang into action, leaping up into the air with its claws brandished and somehow making streaks into the air as they came down on her.

Madoka let out a terrified scream as she brought up her shield to defend, she nearly lost her balance from the force of the Shadow's claws against the slab of metal but there was no time for relief as the Shadow kept clawing at her shield, each one forcing her back a step. Her frailty did not go unnoticed by the other Shadows as the one to her left took the chance to rush in and ram her in the side, sending her tumbling to the ground. Madoka groaned in pain as she struggled to get up, however she was forced to roll away when the Shadow attempted to claw at her, its claws scraping across the stained-glass floor. Madoka frantically crawled back over to her dropped Dream Shield, jumping in shock when she saw the third Shadow rise from the ground under it. Somehow Madoka found the strength to stand and took a few steps back as to not be surrounded by the creatures. She gripped the Dream Shield by the handle and began swinging it.

"No, stay back, don't come any closer!" She demanded with each swing, however it did little to deter them as they continued their approach. Madoka shut her eyes, swinging more frantically just hoping for the best, when suddenly the shield made contact with the head of the center Shadow, making it retreat back in pain.

Madoka opened her eyes as if to confirm if she had in fact hit it, the other two Shadows seeming much more apprehensive in attacking. Regardless, the Shadow to her left leaped into the air to strike at her, Madoka quickly swinging the Dream Shield at just the right moment for the two strikes to meet in the air and bounce off of each other. They both stumbled back at the sudden recoil, but the moment Madoka saw the disoriented Shadow, she quickly closed the distance between them and began bashing it with her shield, three hits later and the Shadow evaporated in a puff of darkness. Meanwhile, the two remaining Shadows fazed into the floor and snuck behind Madoka, intending to catch her by surprise. However, Madoka turned around just in time to block their strikes and counter with a wide swing that hit them both. They staggered back, allowing Madoka to land another hit on the first Shadow, defeating it, before turning on her heel and swinging the Dream Shield at the last Shadow, making it stagger one last time for Madoka to land the last hit, defeating it.

Madoka panted as she tried to calm herself down; once she realized that she was safe she let out a sigh of relief as the Dream Shield vanished from her grasp. Moments later, she heard the another pathway appear and turned to see another station illuminated in the distance where the hooded figure once again waited for her. Madoka let out an annoyed grunt as she rushed up the pathway to the third, pink colored station.

"That was mean Hood-san!" Madoka whined to the hooded figure, who turned to face her once again. "Those things really could've hurt me!"

"But they didn't." He finally seemed to reply to her. "You insisted that you couldn't fight, and yet here you are, victorious."

"But…" Madoka attempted to rebuke, but she couldn't argue with his logic. She was certainly scared, but she defeated her adversaries nonetheless, she should probably feel rather proud of herself. "…But I… I don't _want_ to fight." Madoka said as tears began to well up in her eyes. She gripped at her skirt as she remembered how afraid she was when the Shadows attacked her; it was merely adrenalin, a sense of self-preservation that allowed her to fight back.

"Don't be afraid," The hooded figure assured, Madoka wiping her tears to give her attention. "You have a great light supporting you." As he said this, the light that illuminated the pillar became more intense, it was warm and inviting and Madoka couldn't help but step forward into the ray and attempt to find its source.

"But just remember, the closer you get to light, the greater your shadow becomes." Madoka nearly gasped at the warning, turning around to see that the ray of light was in fact casting a shadow of her on the station floor. It was long and dark, Madoka raised her hand to see if it was truly her shadow, and it copied her, confirming that it was. Madoka giggled a bit, memories of doing something similar with she was child coming back to her, however this nostalgic feeling was soon washed away when the hand of the shadow came rising from the ground. Madoka's eyes widened in shock as the shadow began to move on its own, rising from the floor and towering over her as it began to look less and less like a shadow of her. It soon took the form of a large, muscular monster, its tendril like hair draped around its glowing yellow eyes, a strange heart shaped indent placed right in the middle of its torso. Madoka came face to face with her Darkside.

"No, not again… please don't make me…!" Madoka pleaded, only to see that the hooded figure had already left. She turned her attention back to the Darkside standing tall and menacing over the frightened, pink haired girl.

She instinctively summoned back the Dream Shield, the action catching the attention of the Darkside as it clenched its fist with dark energy and reared it back in preparation to strike. Madoka attempted to avoid the strike, but as the dark fist slammed into the ground, the shockwave caught Madoka in the back, sending her tumbling to the floor in agony. Fortunately she managed to hang on to the Dream Shield and once she stood back up she noticed that the Darkside's fist was still embedded into the ground, stuck inside a pool of darkness. Madoka saw this is an opportunity to strike, but just when she gathered the courage to charge forward, three Shadows emerged from the pool of Darkness, forcing Madoka to redirect her attention.

"Oh come on, you guys again!" Madoka said exasperatedly as she stood her ground waiting for the first strike. The center one simply faded into the ground and retreated, while the one to her left simply strutted forward with its claw brandished, allowing Madoka to quickly string together three hits to defeat it. However, the one that had retreated now snuck its way behind her and clawed at her back, the sudden jolt of pain making Madoka stagger forward, but surprisingly she stayed on her feet and turned to face her assailant. She blocked a follow up slash and bashed it twice before having to block the claw of the third Shadow, pushing it away and swinging widely in order to hit them both, defeating the second. Before the third Shadow could recuperate, Madoka slammed it with her shield head on, causing it to fall and leaving it open for Madoka to bash it one last time, defeating it.

At this point the Darkside had freed its fist from the floor and stood back up straight. It seemed to notice Madoka had defeated its minions and leaned back as purple energy began to collect in its heart shaped cavity. Madoka noticed just in time to see the Darkside fire a small blast of purple energy that slowly came floating towards her. Madoka avoided it easily enough, however the Darkside then fired a second blast, which Madoka had to block. Unfortunately, Madoka failed to notice the first blast was still active and homed in on her exposed back, knocking her down long enough for the Darkside to fire one last blast. Madoka's eyes widened as she saw all three blasts home in on her, forcing her to awkwardly roll on the ground to avoid them all.

The Darkside straightened itself up again before charging its fist with more dark energy, this time Madoka was prepared, she stood back up, waited for the monster to slam its fist into the floor, and leaped over the resulting shockwave, just barely managing to land safely back on her feet. Once again the Darkside was stuck in a pool of darkness, and Madoka took this chance to begin wailing on its exposed arm with her shield. Just as before, three Shadows emerged from the pool of darkness, but Madoka largely ignored them, simply keeping her swings wide as to hit the multiple targets. She defeated two of the Shadows this way, but had to give the third her attention when it managed to claw at her back for some major damage. Just as she was about to deal the final blow, the Darkside raised its fist out of the floor, taking a surprised Madoka along for the ride.

"Eh, w-w-wait, ah!" Madoka struggled to keep her balance on the shadowy hand, and to avoid falling off as the Darkside's arm became more and more vertical she had to run up the arm and actually managed to stand on its shoulder, the creature completely oblivious to her presence. Once Madoka regained her footing, she began bashing her shield against the Darkside's exposed face, causing noticeably more damage than when she hit the arm.

The Darkside, somehow still not fully aware of her location, opted to counter attack with the blasts of energy, firing the first that made its way to Madoka and was simply batted away by her shield. She turned her attention to the second blast, ducking under it and then turning to block the first blast that returned to her. Once the third blast was sent, the Darkside became fully aware of her position and thus somehow guided all three blasts to her, the force them hitting the Dream Shield all at the same time made her loose her balance and fall off.

She felt as if she was falling in slow motion as her eyes met the yellow beads of the Darkside, the creature raising its fist to slam her back onto the ground. Madoka began to panic, clutching the Dream Shield in her hand knowing that it wouldn't be enough to block it. Her mind raced for a solution, but before she came to one her body seemed to already have the answer as she threw the Dream Shield at the Darkside's face, the metal slab colliding with it in a burst of light in darkness, stunning the Darkside.

"Oww!" Madoka cried in pain as she landed on the floor. As she struggled to sit back up, the Darkside's body began to go limp before falling forward onto its hands, shaking the whole station. Madoka attempted to scoot back as the Darkside began to melt away into darkness, however she found herself stuck in a pool of darkness herself, unable to free herself.

"No, let me go… Hood-san!" Madoka pleaded to her absent guide. The Darkside was now simply a large pool of darkness that engulfed the station and threatened to swallow Madoka with it, but just as Madoka was losing hope, the hooded figure did indeed appear to her one last time. "Hood-san, help me!" She asked continued to struggle against the dark pool.

"Don't be afraid, you have a great light supporting you." He replied as Madoka sunk further and further into the darkness. Suddenly, the hooded figure summoned something in his hand in a flash of light, but Madoka's vision was obstructed by the shadows surrounding her.

"Hood-san please…" Madoka begged, tears streaming down her face.

"And don't forget," The hooded figure began as it grasped the summoned object on both hands. Just as the last of Madoka's vision disappeared from her, the hooded figure struck the object into the floor, sending a bright surge of light out all across the station, instantly freeing her. This light, it felt so familiar to her, it was warm and comforting, washing away any pain and fear she had felt up to that point. Madoka let herself be taken way by the light, catching a quick glimpse of the object that rescued her implanted in the center of the station. The light was still bright and made it difficult to see clearly, but she could've sworn it looked like… a key.

"Now is the time… to reclaim your heart."

* * *

Madoka's eyes fluttered open as the light of the morning sun filled her room. She stared at the ceiling for a moment before she sat up on her bed, letting out a loud yawn before squeezing her sleeping companion.

"Just a dream." She told herself, she was no stranger to weird dreams lately, so this was just another one to add to the list… right? "…Reclaim my heart, what does that mean?" She pondered, remembering the hooded figure's words so clearly. She glanced over at her clock, it wasn't terribly early, but early enough to warrant another hour of sleep without being late to meet up with her friends.

"Oh, that's right, we're going to go look for the… living shadows today." Madoka remembered, suddenly losing all desire to return to sleep. "…It was just a dream, there's no way something that scary could be real, no way." She told herself before she looked out the window, the sight of the skyline of Mitakihara City calming her down a bit. "Well, better get ready." She said as she hopped off her bed and began picking out her outfit for the outing… completely unaware of the giggling creatures watching her through her window.

* * *

 **A/N: And there you have it guys, Madoka's Dive to the Heart. Admittedly I pretty much just followed the pattern of Sora's original Dive to the Heart, but I figured giving her a physical guide gave it some originality, right? Anyway, next chapter probably won't be for a while, I need to write for my current primary fic, really sorry to leave you guys like this, but I promise I'll work on this as soon as possible. Anyway, I hope you enjoyed, and remember to R &R please.**


	3. Under Lock and Key

**A/N: Hey guys, MCN here to bring you the next chapter of PMMM: Reconnect! Ok, not gonna lie here, I was pretty disappointed with how the previous chapter performed in terms of reviews, I know that's not the only way to measure a chapter's success, I mean the chapter still earned the story a couple more Favs and Follows, I don't know, I guess that's just me being self-conscious. Anyway, here's the next chapter, hope you guys like it, and I'll see you afterwards.**

 **Disclaimer: I don't own Kingdom Hearts or Puella Magi Madoka Magica**

* * *

 **Under Lock and Key**

The light of the rising sun illuminated the dark streets of Mitakihara City, the thick miasma that coated the urban landscape in the dead of night disappeared as quickly as it came, like it was all just a bad dream or a trick of the tired mind. However, despite the golden light that filled the sky, the unnatural half-moon continued to hang in the sky, perfectly in the center, its light shining down on a single spot. Much like the moon, the hill illuminated by its light was perfectly, impossibly bisected, the pathways that lead up and around it ending unnaturally and incomplete, as if to prevent any from finding their way to the top. And at the very peak of the hill, sitting in a lone white chair overlooking the city, was none other than Akemi Homura.

To most, Homura would probably seem like an ordinary middle-schooler, smart, athletic, beautiful, if not a bit anti-social. However, Akemi Homura was far from normal, at this point it wouldn't be correct to even call her human, the reason, the floating purple orb the girl stared intently at. The Dark Orb, the result of her Soul Gem mutating under the weight of all the curses it accumulated that should have shattered it to pieces. With it she gained power beyond any being in the universe, and established herself as the new governing force to its unsuspecting inhabitants. Yes, Akemi Homura could only be described as a Devil, having torn a Goddess from heaven and imprisoned her, all for the sake of her own, twisted love for her.

Homura was brought out of her thoughts by a rustling of the grass. She turned with an almost expectant look in her eye, but it quickly disappeared once she saw it to only be two of her Clara Dolls, extensions of her consciousness taking the form of demented little girls.

"…How many were there tonight?" Homura questioned, the creatures responding in incoherent giggles and cries that only she could ever hope to understand. "That many? That's more than triple what they were last night." Homura said with a concerned tone. "I suppose that also means the victim count has risen as well." Homura inquired, the Clara Dolls seeming to comply. Homura let out a tired sigh. "How troublesome, as if the Wraiths weren't enough." She lamented as she fazed the Dark Orb back into the back of her hand. The Clara Dolls let out soft giggles as they retreated from the peak, their job complete.

"And where do you think you're going?" Homura called to them, making the creatures stop and look back nervously. "I thought I told you, you're going to patrol during the day today as well." She reminded them of her command, the two minions dropping their heads in disappointment. At the action, a smile appeared on the Devil's face. "Today is a very special day for Madoka, and I will _not_ have her be disturbed."

* * *

Madoka lightly hopped of the train as it came to stop, the pinkette rushing out of the platform and down the sidewalk of the shopping district. Despite leaving fairly early, the trains were running behind schedule, so she still managed to be late.

"Oh geez, Sayaka-chan isn't gonna let me hear the end of this." Madoka lamented to herself, not looking forward to her best friend's inevitable teasing.

Figuring that Sayaka would actually make them search around, Madoka dressed comfortably for the outing, wearing a yellow top under a bright pink hoodie, as well as a black plaid skirt and a pair of dark pink, zip-up sneakers over white knee high socks. Madoka dashed through the streets and eventually made it over to the agreed meeting place in front of the mall, of course Sayaka and Kyoko were already there waiting for her.

"I'm sorry for being late!" Madoka apologized as she trotted up to them.

"Geez Madoka, you're so slow!" Sayaka complained sarcastically.

"I told ya we didn't need to rush." Kyoko jabbed with a toothy grin.

Both girls were in outfits Madoka had never seen before; Sayaka wore a blue shirt with yellow trim under a white vest with the zipper undone, as well as blue Capri pants and matching blue high top converse. Kyoko on the other hand wore a plain white t-shirt under an olive green jacket, paired with light brown shorts held up by a white belt and bright red, heeled boots. One last thing Madoka noticed was the digital camera that hung from a strap around Sayaka's neck.

"Oh, is that new?" Madoka asked.

"Yep, I borrowed it from my mom." Sayaka replied as she took the camera in her hands and aimed it at Madoka. "Say cheese!" Sayaka said, Madoka quickly flashing the piece sign as Sayaka snapped a photo of her. "See, check out that quality, nobody's gonna a photo taken by this camera!" She gloated as she showed Madoka the photo.

"You do know Photoshop exists, right?" Kyoko countered, much to Sayaka's chagrin.

"Hmph, get your jabs in while you can Kyoko, I'll be the one with the last laugh." Sayaka declared proudly as she brandished her camera.

"Sure, sure," Kyoko dismissed her blue haired friend's boast. "So, where do start?"

"Hmm…" Sayaka pondered. "Well, all of the rumors say that the living shadows have been spotted in dark alleys and under bridges, so…

"Arcade it is then." Kyoko interjected, already on her way to the entrance of the mall.

"Huh, h-hey, wait, Kyoko!" Sayaka cried as she chased after the redhead, Madoka letting out an amused giggle before following herself.

* * *

As expected, the following hours mostly consisted of the trio playing around, usually spurred on by Kyoko's suggestions. From the arcade they ate lunch at the food court and went shopping throughout the rest of the mall, but by the time 4 o'clock came rolling around, Sayaka put her foot down and dragged them back into the streets of the shopping district, but even then all they really did was window shop, with the occasional peek into an alleyway.

"…Hey you guys, doesn't this place seem kind of… empty to you?" Sayaka said as she took a bite out of a crepe.

"Eh, what do you mean Sayaka-chan?" Madoka inquired, looking up from her own crepe.

"Actually, I've noticed that to." Kyoko replied, gaining the girl's attention. "Like the arcade, it's usually packed on the weekends, but today we were pretty much the only ones in there." She recalled with a bite of her crepe.

"Yeah, and come to think of it, the whole mall was like that to." Sayaka concurred. After some thought, Madoka understood what they meant, in fact, even the streets that were usually flooded with people became nearly abandoned once she entered the shopping district.

"Do you think… it's because of the Shadows?" Madoka wondered out loud.

"Eh, Madoka you really think so?" Sayaka asked sounding just a little bit too excited.

"Get real, we haven't seen a single one of those things all day, there's no way they could've "spirited everybody away" or something stupid like that." Kyoko denied before taking a large bite of her crepe.

"Oh yeah, then how do you explain the Shopping District being practically abandoned on a weekend?" Sayaka demanded with a defiant hand on her hip.

"Well, living shadows or not, people are disappearing, so I guess people want to steer clear of the place where it's all happening." Kyoko suggested with a tone that said it should have been obvious.

Madoka sighed as the two girls fell into another argument, neither wanting to admit fault or defeat. Honestly, Madoka wasn't sure what to think, which side to take, even thought it should have been obvious. Just as she was about to go back to just eating her crepe and waiting for the arguing to stop, she felt something roll against her foot, looking down to zee a round, red object lying beside her.

"Huh… a tomato?" Madoka recognized the fruit as she picked it up. She then felt a tap on her shoulder and looked down to find two young girls smiling up at her, pointing to the tomato on her hand. "Oh, did you drop this?" Madoka asked as she kneeled down to eye level with the girls, both nodding silently in response. "Here you go." She said with a smile as she offered the fruit back to them. One of the girls snatched the tomato out of Madoka's hand, showing it off to the other girl as they both giggled with delight.

Madoka let out her own giggle as she watched the pair skip off merrily, laughing the whole way. Madoka returned her attention to her dessert; about to take another bite before she realized that the giggling of the girls had suddenly stopped, cut off by what she could swear was a gasp of pain. She turned to the direction the girls ran off to, noticing a strange black mist seeping from the alley between two nearby buildings.

"Sayaka-chan, Kyoko-chan, look." Madoka said, the two arguing girls looking up with irritation before their eyes fell on mist as well.

"Smoke?" Sayaka said quizzically.

"A fire?" Kyoko suggested with equal uncertainty.

"…I don't think so." Madoka denied before she began walking towards the alley, Sayaka and Kyoko exchanging hesitant looks before following. Madoka's pulse was pounding with each step she took, all of her fear and instincts told her to run away, and yet something just told her to face whatever it was that awaited her there, a foreign sense of curiosity and courage filling her.

Still, airing on the side of caution, she only peaked around the corner, followed by Kyoko and then Sayaka above her. At first all they saw was an empty alleyway, the last of the mist fading away with no source in sight, but just as they were about to give up, a strange looking shadow began crawling on the ground. The girls' eyes all widened in shock as the shadow began to take shape, forming what can only be described as a "weird, black, bug looking thing".

"S-Sayaka-chan!" Madoka exclaimed as silently as she could.

"That's it, that's the thing I saw!" Sayaka replied.

"No way, you've gotta be kidding me." Kyoko whispered in utter disbelief. Just as Sayaka had described, the creature just wondered aimlessly, its antenna twitching wildly as it searched the alleyway for something unseen.

' _That's… that's the thing from my dream._ ' Madoka realized, bits and pieces of the nightmare coming back to her as she watched the creature search.

"…Hey, idiot, don't just stand there, take your picture!" Kyoko urged the blunette above her.

"Eh, o-oh, right!" Sayaka cried as she fumbled with the camera around her neck. She activated the device and messed with the zoom for a moment to get the best image she could. "Alright, say cheese." She said offhandedly as she hit the button, the flash illuminating the alley for just a brief second. However, that was more than enough to gain the attention of the living shadow, the creature quickly turning its head towards them and standing on its hind legs. The girls all gasped at being discovered, the creature fazing back into the ground and began crawling towards them.

"And that's a our cue to book it!" Kyoko declared as she and the rest of the girls made a hasty retreat.

However, they didn't get very far as suddenly three more identical creatures popped out of the ground, cutting them off. Gasping in shock, the trio turned to run in the other direction, only for the first shadow to block their path, followed by a fifth one joining it. They were surrounded, the girls huddling up back to back as the shadows closed in on them.

"S-Stay back!" Sayaka demanded as she threw her half eaten crepe at the closest shadow, the creature not even reacting as it bounced off its head. Sayaka gulped nervously as the shadow took a step forward, crushing the dessert underneath its foot before lunging at her, the girl reaching her hands up in a desperate attempt to defend herself.

"Sayaka!" Kyoko exclaimed as she turned to see her friend being attacked. Or at least that's what it seemed like, until the shadow just landed off to the side, leaving Sayaka completely uninjured.

"...Eh?" Sayaka said quizzically as she examined herself for any injuries.

"Are you ok Sayaka?" Kyoko inquired, equally confused.

"Uh, yeah, I think so." Sayaka replied simply, unable to find anything wrong with her. That is until she gazed down at her bare left hand. "Huh, hey, my ring!" She exclaimed in realization as she looked over to the shadow. As expected, the creature held the silver piece of jewelry in its claws, examining it with great interest before knocking it against the floor as if hoping for some kind of reaction.

"It… it took your ring…" Madoka stated. The shadows then seemed to completely shift their interest to the trinket, waiting to see if their comrade could get their desired effect.

"They seem to… really like it." Kyoko said incredulously, the previous tension suddenly fading. "What, are they like birds or something, do they just like shiny things?"

"Well, considering the alternative is being spirited away, I'd say a ring is a small price to pay." Sayaka admitted, feeling the same lack of tension. "So what do you say we just back away slowly and…"

"Give it back…" Madoka practically whispered, taking a few small step forwards.

"Eh, Madoka?" Sayaka said in confusion and concern.

"Give it back." Madoka repeated, a little more desperately.

"Hey, calm down, it's just a ring, I can always get a another one, a cuter one to." Sayaka insisted.

"Give it back!" Madoka cried as she lunged forward into the crowd of shadows grabbing the ring in the creature's claw. "Give it back, give it back, that's Sayaka-chan's, give it _back_!" Madoka pleaded as she struggled against the shadow's grip for the trinket.

"Madoka, don't…!" Sayaka called as she attempted to approach, only for the shadows to brandish their claws at them, as if to prevent them from interfering.

"Crap!" Kyoko cursed as she and Sayaka were forced to back off. "Madoka are you crazy, it's just a ring!" The redhead insisted, though her voice fell on deaf ears as Madoka continued to fight for the ring.

"Ugh… give it… give it…" Madoka grunted with each pull, however, her strength eventually failed her and the shadow sent her flying with one last tug, the girl landing up against the wall of the building.

" **Madoka**!" Sayaka and Kyoko cried with grave concern.

"Gah…" Madoka moaned in pain as she struggled to her feet. She opened her clenched left fist and was relieved to see the silver trinket in her palm, clenching it safely over her chest.

"Madoka, get out of there!" Sayaka warned. But it was too late, the living shadows had already surrounded her, forcing Madoka up against the wall with no escape.

"Madoka, just give it to them, it's not worth it!" Kyoko demanded.

"…No, you're wrong." Madoka mumbled to herself, clenching the ring even harder.

Her reason attempted to convince her that Kyoko was right, that it was just a cheap trinket and that it certainly wasn't worth her life, but as she dwelled on the subject, an image kept forcing itself to the surface, a faded, fuzzy memory of Madoka holding a lifeless Sayaka in her arms. It almost didn't seem real, almost imagined with how unclearly she could see it, but as the static cleared the more she pondered on it, the memory ceased being of her and her friend and became that of two strangers, of a young boy no older than herself holding a young girl in his arms, trapped in an endless sleep, having lost something important.

 _Forget it…_

"Forget it,"

 _There's no way you're taking Kairi's…_

"There's no way you're taking Sayaka-chan's heart!" Madoka declared to the creatures, tears welling up in her eyes.

"…What?" Sayaka said with a confused tilt of her head.

"The hell is she even talking about?" Kyoko said with equal confusion.

Before Madoka could even ponder the answer herself, the shadows lunged forward all at once, Madoka crying in fear as she turned away, willing to guard the ring with her very life.

" **MADOKA**!" Sayaka and Kyoko exclaimed in horror as the visage of their friend became lost to them in the pile of shadowy bodies.

Suddenly, a bright light shown through the blackness, it threw all of the shadows back and blinded the two friends. Madoka herself kept her eyes shut, waiting for the pain and agony that never came. Madoka cautiously peaked her eyes open, surprised to find her right arm outstretched, clutching a strange, glowing weapon.

"WHOA, d-did Madoka just summon a sacred sword!?" Sayaka exclaimed in both shock and absolute awe.

"Sword? Isn't that just a… giant key?" Kyoko observed, tilting her head in confusion at the impractical looking weapon.

Madoka gazed at it as well; its shape was certainly that of a classic skeleton key, golden metal forming the square guard around the black handle. A blue rainguard connected the golden guard to the silver, cylindrical blade, at the very end of which was a set of teeth that formed an outline of a crown. Extending from the hilt was a long, silver chain, ending with a silver token that Madoka recognized as the symbol present on the weapons in her dream.

"…Key… blade." Madoka muttered the word as it popped into her head. Before she could ponder any further, the Shadows all reappeared around her, the way they twitched violently and hopped in place showing that they were much more aggressive than before.

"Ah, they're back!" Kyoko exclaimed.

"Madoka, be careful!" Sayaka added with concern.

"Uh… um…" Madoka stammered nervously as the creatures stared her down menacingly. Suddenly, one leaped at her, Madoka crying in fear as she rolled out of the way. The roll was surprisingly well executed, Madoka immediately returning to her feet, but she was then immediately attacked by another Shadow, Madoka bringing the Keyblade up in a desperate attempt to block. The claw of the black creature would clearly slip passed the blade of the weapon and tear into her flesh, and yet it did not, instead it bounced off some sort of transparent barrier that flashed for just that second around Keyblade's edge before fading away. Madoka stared in awe as the creature staggered back from the failed attack and retreated, as if afraid of Madoka's retaliation.

The rest of the creature's shared its sentiment, fading back into the ground and changing positions, as if preparing for their next assault. This all reminded Madoka so much of her dream the night before that she had to wonder if she was in fact still dreaming, but as she took another look at the ring clutched in her hand, she new that this was really happening, that her friend was really in danger, even if she wasn't entirely sure why.

 _You have gained the power to fight… use this power to protect yourself and others_

Madoka put on a determined look as she pocketed Sayaka's ring and returned her attention to the Shadows surrounding her, bending her knees and holding the Keyblade with both hands in a defensive position. One of the Shadows returned to the surface and swiped it's claw at her, Madoka bringing up the Keyblade in defense and deflecting the attack. With the creature staggered, Madoka retaliated with a downward swing and followed up with a forward thrust, finishing the combo with a turning sweep slash that defeated the Shadow. Another Shadow leaped towards her but Madoka Dodge Rolled out of the way and began slashing at another unsuspecting Shadow, catching a third in the last swing of the combo. She prepared to engage the dazed Shadow only for another to sneak up behind her and claw at her back, Madoka staggering forward at the sudden pain allowing another Shadow to land a leaping swipe at Madoka's face, sending her rolling to the ground.

"Madoka!" Sayaka cried in concern as she watched her friend struggle to her feet, remarkably, the attacks didn't seem to leave any noticeable damage, Madoka's clothes were undamaged and her face unscarred, however that didn't stop the attacks from being painful.

Madoka rose to her feet and lowered back into her fighting stance, she swung at the nearest Shadow only for it to meet her blade with a claw swipe, the two bouncing off of each other. The next Shadow went to attack but Madoka rolled to the side, catching it in a combo once it landed. The creature died on the forward thrust, leaving the final sweep slash to catch the remaining two Shadows that were flanking her on either side. Madoka focused her attention on one, blocking a retaliating swipe of its claw before unleashing a combo that defeated it. The last remaining Shadow managed to land a leaping swipe on Madoka, making her stagger and have to roll out of the way of another swipe of its claw. Madoka quickly steadied herself and slashed at the Shadow, the creature desperately trying to fight back but it was no use, Madoka landed the final sweeping slash on it, ending its existence.

"Did… Did that really just happen?" Kyoko said incredulously.

"Madoka!" Sayaka exclaimed as she dashed forward, bringing Madoka into a big, friendly hug. "You did it Madoka, you defeated the living shadows!" She cried excitedly as she squeezed her shorter friend.

"I-I did?" Madoka muttered in disbelief, as if she hadn't been there to witness her own victory.

"You were so amazing Madoka, how did you… when did you…!" Sayaka stammered as she pulled back, allowing Madoka room to breath.

"Madoka, where did you learn to fight like that?" Kyoko asked as she ran up to join the two flustered girls.

"Eh… w-well…" Madoka struggled to answer. "I don't know. I just… started swinging." Madoka admitted as she looked down at the Keyblade.

"Hehe, isn't it obvious?" Sayaka stated with a haughty laugh. "Madoka was a hero in her past life!" She declared, pointing an incriminating finger at the young pinkette, who only gasped in shock and confusion. "Yep, she's fought this ancient evil before, and now that they've resurfaced, the memories of her past life and her dormant powers have awakened so she can defeat this threat once more!" She said dramatically.

"Huh, you idiot, there's no way some shounen manga plot like that could happen in real life!" Kyoko replied, her hands resting defiantly on her hips.

"Oh come on Kyoko, look, she even has a sacred sword, what more do you want?" Sayaka argued.

"Sword, are you blind, that's just a giant key!" Kyoko rebuked.

"Well it was more than enough to defeat those shadows; it's a sacred sword!" Sayaka insisted.

"It's a giant key!" Kyoko shot back.

"SACRED SWORD!"

"GAINT KEY!"

"Keyblade." Madoka spoke up, flinching as they turned their glares to her. "Th-that's what its called, a Keyblade."

"Keyblade, where's the blade part?" Kyoko questioned. "More importantly, where did you even get it?"

"I… I don't know, it just sort of… came to me." Madoka admitted, wondering where the weapon came from herself. "…Memories… from a past life…" She mumbled to herself as she examined the weapon in her hand, small flashes of that same boy wielding it himself, fighting off creatures identical to those she had. However, before she could ponder any further, another wave of Shadows materialized around them, making Madoka immediately fall back into her battle stance.

"Looks like their back for more." Kyoko said as she and Sayaka huddled behind Madoka.

"Give them another taste of your power Madoka!" Sayaka cheered from behind the pinkette.

However, before Madoka could even respond, the closest Shadow to her was pierced by a long, black, ethereal spear, followed by two more that ended up killing it.

"Huh, what…?" Madoka said quizzically before she was cut off by the sound of demented giggling. Suddenly a young girl fell from the sky holding a spear of her own, stabbing it into the head of one of the Shadows. It gestured to a rooftop, prompting three similar looking children to come flying down as well. They grabbed their discarded spears and began mercilessly killing the Shadows, all the while giggling with delight.

"W-What the hell…?" Kyoko said, a chill running up her spine at the sight before her.

"Were… being rescued, right?" Madoka asked, almost feeling sorry for the slaughtered creatures.

"I don't think I want to be rescued by these guys." Sayaka admitted with a disgusted look on her face.

The four children stomped playfully on the shadowy remains of the last creature, stopping only once it had completely faded. They then turned to face the trio all at once, the girls all jumping in surprise before Madoka fell into her battle stance. One of the girls simply skipped over to them, reaching into her pocket and pulling out what seemed to be a strange purple lizard, though it did not seem to be organic at all, rather made of some sort of metallic material. And yet, it sprang to life, crawling around the girl's hands before turning its attention to the pinkette before it.

"Madoka, are you alright?" An echoed voice emanated from the lizard, making Madoka gasp in surprise.

"That voice… Homura-chan?" Madoka recognized immediately, relaxing her stance.

"Ehh! Homura?" Kyoko cried in shock as she stepped forward to gaze upon the creature with Madoka.

"That's definitely her voice." Sayaka confirmed, joining them at the other side of Madoka.

"Good, it seems they got there in time." Homura said through the mouthpiece, relief evident in her voice.

"Wait, where are you, how are we even talking to you right now, and who the hell are these creepy children?" Kyoko interrogated the small metallic reptile.

"Alright you devil, spill it, what's going on here?!" Sayaka demanded with her arms crossed in the same hostile manner that she always used when speaking to Homura.

"…None of that matters right now." Homura replied, the lizard looking away as if to express the dishonesty.

" **LIKE HELL IT DOESN'T!** " Kyoko and Sayaka bellowed in irritation.

"Just know that these creatures, whatever they are, have infested the entire town." Homura informed, the shock and concern for the situation overriding the duo's annoyance with the secrecy.

"Wait, seriously, the whole town?" Kyoko said, jaw agape.

"Yes… many people have already…" Homura didn't dare finish that sentence as Madoka's face fell into a look of horror.

"W-what about my parents, my family! Mama, Papa, Tatsuya, are they…?" Madoka asked frightfully.

"Don't worry Madoka, the Kaname family is being protected, no harm will come to them." Homura assured, much to Madoka's own relief. "That being said, the streets are no longer safe, for now just follow the Clara Dolls, they will take you to a safe location." She instructed, the children all standing at attention like a platoon of soldiers. "Don't worry Madoka, you don't have to fight anymore."

"I… don't?" Madoka muttered before the Keyblade suddenly vanished from her grasp. She couldn't deny the wave of relief that washed over her at that statement, at the weapon in her hand disappearing from existence… and yet, she also felt uneasy, the same uneasiness that always came with dealing with Homura. Regardless, Madoka just nodded in compliance and followed the Clara Dolls as they led her away, Sayaka and Kyoko exchanging worried looks before following as well.

Meanwhile, without anyone realizing it, a small, furry creature was watching them from a dirty alleyway, it's white fur was tattered and dirtied with mange, it's beady pink eyes were foggy yet began to clear ever so slightly as it watched the girls walk by.

* * *

"…Just… a little bit… more…" Homura encouraged herself between pants, wiping the sweat from her brow.

These creatures that invaded her paradise, at first they were little more than a nuisance, easily dealt with alongside the Wraiths that she exterminated each night. However, as time went on, the threat they posed became very real, they began to appear during the day and others were taking notice of their presence and the mayhem they brought with them. And there was just so many of them, they grew in number with each passing day, it felt as if when one died two more appeared to take its place, then three, then four, it was maddening. In short, this endeavor had gone from dealing with pests to defending against a full-scale invasion, and Homura struggled to exterminate the creatures while keeping any more from getting in.

"You're wearing yourself rather thin there, Akemi Homura." Homura quickly wiped the tired look off her face as she turned to commenter, a small, white, distraught looking creature that lied curled up in a ball by the foot of her chair. "At this rate, even if you manage to fend off the Shadows and reinforce the barrier, you won't be able to handle fighting the Wraiths tonight." It insisted, its voice level and devoid of any real concern despite its disheveled appearance.

"…I'm fine, this is all for Madoka's sake after all." Homura stated as she fixed her posture in an attempt to hide her exhaustion.

"I could aid you if you would just free one of me from these curses, even if all I could be is a mouth piece you could benefit from my insight." It insisted as it attempted to turn its head to look at her out of the corner of its foggy eye.

"It seems you have mistaken me for someone you have given any reason to trust you." Homura replied with a cold look in her eyes. "Besides, you seem to be more than capable of offering criticism as you are."

"Unfortunately, all I can do is offer superficial comments that you yourself have already accepted as truth, everything else is lost to me, buried beneath all of these curses." Its body trembled as it spoke, betraying the agony it was experiencing that its calm voice masked so well. Homura couldn't help but crack an amused smile; it was a punishment she was rather proud of, born from necessity but not lacking in poetic justice. These creatures, the Incubators, which once forced innocent girls to fall into despair now carried an infinitely heavier burden on themselves, now forced to experience pain and anguish when they have never even experienced joy or happiness, a fate befitting the ones that ruined the lives of so many.

"…Like that weapon Kaname Madoka summoned." It added, Homura's heart skipping a beat as her interest was suddenly piqued. "I believe I have seen it somewhere before, or at least something similar. I know it's important, but in my current state I cannot even recall its name." The Incubator stated, shivering at another attempt to uncover more information within its own mind. Homura remained silent, contemplating for a moment whether or not to hear it out, however she quickly dismissed her curiosity and returned her attention to the skyline.

"It doesn't matter anyway, what that weapon is or why Madoka wields it." Homura said as she narrowed her eyes in a determined stare. "She will live her life as an ordinary girl… I will never let her fight again." She declared as she redoubled her efforts throughout the city, the Incubator at her feet curling back up in agony.

* * *

"Hey, isn't this… Mami-san's apartment?" Madoka wondered out loud as she was led up the steps of the complex.

"Is this really the "safe place" they're leading us to?" Sayaka added, somewhat directed at Kyoko.

"It's a nice place, but I wouldn't exactly call it safe, at least not enough for this apocalypse going on right now." Kyoko admitted reaching into her pocket for the key Mami had given her as her roommate.

However, once they made it to the appropriate floor, the trio immediately noticed the large series of brass locks placed on Mami's front door, all held shut by a large keyhole that's shear size made Kyoko drop her key in shock. One of the Clara Dolls strolled up to the door and with a wave of its hand turned the head of its spear into key teeth and slid it into the keyhole. With a single turn all of the locks opened up, the loud sound of the tumblers made the three girls take an apprehensive step back. The moment the final lock opened the Clara Doll turned the nob of the door and swung it wide open, the trio of girls peaking inside hesitantly only to be met with the familiar sight of Mami and Nagisa sitting in the living room sipping tea

"Mami, Nagisa?" Kyoko said as she walked through the door, gaining her roommates' attention.

"Sakura-san, Kaname-san, Miki-san, oh thank goodness you're all alright!" Mami said with overwhelming relief as she stood up from her seat. The older girl wore a plain white shirt under a yellow cardigan, paired with a plain brown skirt and black thigh socks, an outfit one would wear when doing errands around town perhaps. Nagisa wore a pair of orange striped overalls over a yellow long sleeved shirt, again an outfit to go out in.

"Welcome back Kyoko-nee-chan!" Nagisa greeted casually, but the bright smile on her face said that she was genuinely happy to see her.

"Mami-san, Nagisa-chan, it's so good to see you're ok." Madoka said as she walked through the door with Sayaka.

"Yeah, things are crazy outside…" Sayaka added, only to be cut off by the door slamming shut behind them, the sound of the locks closing again making the new arrivals expressions fall. "Uhh…"

"Sorry about that, come sit down and have some tea with us." Mami offered, sitting back down at her spot at the table. The trio exchanged worried glances before accepting the offer and sat down around the table as Mami poured out a glass of tea for each of them, as well as cutting each a slice of pie that she had handy. "It's really hard to believe that this is all really happening, it's like something straight out of a fantasy story." Mami said with a concerned look on her face. "Nagisa-chan and I were just out grocery shopping when we were attacked by those creatures."

"And let me guess, those weird "Clara Doll" things swooped in and rescued you?" Kyoko interjected before shoving a piece of pie in her mouth.

"Yes, exactly." Mami confirmed. "I was very surprised to hear Akemi-san's voice come from that trinket they carried, and without much explanation they just brought us back here and locked us in, she said it was to keep us safe." She explained before taking a sip of her tea.

"That creep, just what the hell even is she?" Sayaka said bitterly as she scowled at the thought of the raven-haired girl.

"Don't say that Sayaka-chan, she's helping us after all." Madoka defended.

"But how though!?" Sayaka demanded in frustration. "Those girls were obviously her minions, and there's no way anyone good would have such creepy looking followers."

"I don't know about that, but that girl is definitely hiding something, no ordinary person could do all of this." Kyoko conceded, gesturing her fork to the window making the two girls look. It was then that they noticed that a magical barrier was just barely visible covering the windows.

"Is that…?" Madoka wondered.

"Yeah, Homura-nee-chan seems to have fortified this whole room, that's probably the only thing keeping those creatures out." Nagisa deduced before taking another bite of the cheese on her plate.

"So she really is trying to help us." Madoka said with a relieved smile.

"Mmm… I guess, I just… ugh, this whole thing just doesn't sit right with me!" Sayaka exclaimed as she feel on her back in frustration. "That girl has gone out of her way to avoid us all year, so why is she going to such lengths to protect us now, why _us_!?" She demanded with both her fists raised.

"Maybe… maybe she really did want to be friends with us, and was just shy before." Madoka suggested.

"And it took the damn apocalypse to finally get her to warm up to us?" Kyoko rebuked sarcastically as she picked off a piece of Sayaka's pie when the girl wasn't looking.

"W-well… does the reason really matter, she's helping us, and so we should be grateful, shouldn't we?" Madoka stated hopefully.

"Easy for you to say Madoka, you don't even need her protection." Sayaka replied as she hefted herself off of the floor. The implication startled Madoka a bit, especially once she saw Mami and Nagisa's confused expressions.

"What do you mean by that Miki-san?" Mami inquired curiously.

"Oh yeah, it turns out Madoka here is a warrior chosen to fight the living shadows and save the world!" Sayaka gushed as she wrapped her arm around the nervous looking pinkette.

"Eh, really!?" Mami exclaimed in disbelief.

"No way, Sayaka-nee-chan is making things up again!" Nagisa argued, clearly having been influenced by living with Kyoko.

"It's true, believe it or not." Kyoko replied, much to Mami and Nagisa's shock. "I'm not sure about all that chunnibyou stuff, but Madoka definitely fought off a whole bunch of those shadow guys using this weird, key shaped, sword-yet-not-a-sword looking thing." She elaborated.

"Yeah, the Keyblade!" Sayaka recalled. "It appeared in a bright flash of light, and before we knew it those monsters were history! Madoka, show it to them!" She requested.

"Eh, r-right now?" Madoka asked apprehensively.

"Would you Kaname-san?" Mami said, a hint of enthusiasm in her voice.

"Do you still have it with you?" Nagisa inquired as she looked around for where the older girl could've been keeping it.

"Uh, no I… well… Oh right!" Madoka suddenly exclaimed, reaching into her pocket and pulling out Sayaka's silver ring. "Here Sayaka-chan." She offered the trinket to her.

"Huh? Oh yeah, my ring." Sayaka said with surprise, having all but forgotten about it. "Thanks Madoka." She added as she took the ring and placed it back on her finger.

"Eh… Miki-san, that ring…?" Mami said with an intrigued look in her eye.

"Yeah, those living shadows actually tried to steal it from me, Madoka actually fought them to get it back for me. Can you believe that?" Sayaka explained with an amused laugh.

"Risking your life for a ring was a pretty dumb move Madoka, you should treasure your life a bit more." Kyoko scolded, Madoka bowing her head apologetically.

"Say, Miki-san, where did you get that ring?" Mami inquired.

"Where? Umm… I don't really remember actually, I think it was a present from someone or something." Sayaka replied uncertainly. "Why do you ask?"

"It's just… I have one just like it." Mami said as she showed off the ring on her left finger.

"Huh, oh yeah, they match." Sayaka concurred as the two girls brought their hands forward to compare them.

"Nagisa has one to!" Nagisa stated, bringing her own hand forward.

"You know, now that you mention it…" Kyoko chimed in as she showed off a ring of her own, hanging around her neck from a piece of black string.

"Wow, they're all the same." Madoka said in amazement.

"That's not really saying much though." Kyoko stated. The rings were simple in design, simply a round piece of silver metal wrapped around the finger, the only distinguishing feature being an ovular gem that was a different color that seemed to correspond to the girl that owned it, blue for Sayaka, red for Kyoko, yellow for Mami, and white for Nagisa.

"Yeah, it's just a coincidence." Sayaka waved it off, unconcerned.

"I don't think so." Mami disagreed, much to the group's curiosity. "You see, when those creatures attacked us, they tried to steal our rings to." She revealed, shocking them.

"Wait, seriously!?" Sayaka exclaimed.

"Yes, I found it strange at the time, because they didn't seem to be interested in anyone else's belongs, they just went ahead and…" Mami paused, remembering the fate that befell other bystanders.

"Yeah, and come to think of it, they only attacked Madoka because she took the ring from them, they weren't actually interested in hurting us." Kyoko remembered thoughtfully.

"That's it!" Sayaka suddenly shouted as she shot up from her seat. "The living shadows are attacking people because they're looking for these rings, that's why Homura is protecting us, to keep the rings safe!" She declared.

"Oh please, will you give that chunnibyou crap a rest and be serious for once?" Kyoko jeered in exasperation.

"I _am_ being serious, unless you have a better explanation in mind." Sayaka challenged. Kyoko paused a for a moment, unsure how to respond, as much as she hated to admit it, Sayaka's "theory" did seem pretty believable after everything that had happened so far, though she refused to give Sayaka the satisfaction.

"…Hey Madoka, what was that you said before?" Kyoko inquired, Madoka only tilting her head in confusion. "You know, when you wrestled the ring back from the monsters, you were screaming something about Sayaka's "heart" or whatever, what did you mean by that?" She clarified, the girls all directing their attention at the Pinkette to hear her answer.

"Oh, that? Well, that's just what the Heartless do, they go around stealing people's hearts, turning them into Heartless as well." Madoka answered without hesitation. However, once she saw the surprised looks on her friend's faces, she covered mouth in shock, realizing what she had just said.

"Heartless?" Sayaka pondered the new name for the creatures.

"They steal hearts?" Mami repeated.

"Oh, Nagisa saw that!" Nagisa proclaimed. "When they attacked people, these weird pink things would pop out of their chest before they disappeared!"

"That… That's right, and when they were gone, more Heartless would take their place!" Mami recalled.

"Madoka, how do you know all of that?" Kyoko asked in bewilderment.

"I…I don't know." Madoka replied apprehensively.

"…Madoka, is there something you're not telling us?" Sayaka said, the shocked gasp and worried look on her friend's face confirming her suspicions. "I knew it, you were never any good at hiding things." Sayaka teased, Madoka sighing in defeat.

"I'm sorry." She apologized sheepishly.

"Kaname-san, if there's something bothering you, you should tell us." Mami offered sympathetically.

"Yeah, don't leave us hanging like that, whatever you have to say can't possibly make things any worse." Kyoko insisted boorishly, earning an elbow to the side from Sayaka.

"Well… I've been having these weird thoughts lately. Like, is any of this real, or not?" Madoka said after a long pause. "And I don't just mean the Heartless or the Keyblade; I've actually been thinking like this ever since I got back to Japan."

"Oh yeah, you lived abroad for awhile, didn't you." Mami recalled.

"I'm actually not to sure about that anymore." Madoka admitted, much to the group's confusion. "You see, ever since I came back I've been having these really strange dreams. At first they were fuzzy and I couldn't even remember what they were about after I woke up, but recently they've been getting a lot clearer, more vivid, and eventually they didn't feel like just dreams anymore, but more like…"

"Memories?" Sayaka suggested, Madoka just nodding her head in confirmation.

"Wait, you're not seriously trying to tell us that you've actually awoken memories from your past life, are you?" Kyoko interjected, an incredulous look on her face as she tried her best to ignore Sayaka's smug expression.

"Um… I'm not sure about a past life or anything, but they're definitely somebody else's memories." Madoka replied. "They're disjointed, and the settings are always different, but the one thing that ties them all together… is a boy, fighting the Heartless with the Keyblade." She explained as she began to recall some of those memories. "That's why it came so naturally to me, when I held that Keyblade it felt like I was that boy in another one of those memories… and that really scares me." Madoka paused, clutching both her hands to her heart to keep them from shaking.

"Madoka…" Sayaka said in a concerned tone. However, she was suddenly cut off as the room began to subtly shake, and the light from outside began to dim.

"Eh, what's happening?" Mami wondered aloud.

"An earthquake?" Nagisa suggested as she clung to Mami in fright.

"Everyone, look, the sky!" Kyoko said as she shot up from her seat and stared out the window. The girls all followed her gaze, a shocked gasp escaping each of their lips as they laid their eyes upon the large crack that streaked across the sky, shards of what should've been the blue atmosphere falling to the earth as eerie blackness seeped through the crack, robbing the sky of its light.

* * *

Homura cried in agony as she fell out of her chair, a sharp pain shooting through her chest that intensified as the crack grew in size.

"It's… It's too much… their breaking through!" Homura exclaimed as she felt the Heartless pound against her shattering labyrinth, threatening to bring the whole thing crashing down.

"It's just as I said Akemi Homura, you've stretched yourself far too thin and now the power that you've delegated to keeping the labyrinth stable is insufficient." Kyubey construed in a tone that nearly made it sound like a mocking friend declaring, "I told you so". "If you don't commit to it quickly, the whole thing will collapse and the original laws of the universe will be restored. Not to mention the shock would render you unable to fend off the invasion any longer; this world will be devoured, along with anyone that you were trying to protect." He warned, his apathetic tone showing that he was merely stating facts where in any other context it would be a threat to sway her decision.

As such, Homura couldn't deny the Incubator's warnings; the pain from the barrier just cracking was enough to make her terrified of how she would feel if the whole thing shattered. She would be incapacitated, and that would leave Madoka and those dear to her to fend for themselves against the invading shadows, not to mention the possibility of Madoka rejoining with the Law of Cycles with no labyrinth to cut her off from it.

"No… that… that absolutely cannot happen…" Homura resolved as she struggled back to her feet. A single tear fell from her eye as she realized what it was she had to do. "I'm sorry Madoka." She whispered to herself before summoning the Dark Orb from the back of her hand. The ornate object glowed an eerie purple, resonating with a similar glow in Homura's eyes as her clothes became engulfed in purple flames, burning away and replacing them with a revealing, black outfit. Black feathered wings sprouted from her back, her eyes turning a dark, crimson red as a pulse of dark energy rippled through the air, turning day into night and repairing the crack in the sky.

* * *

Mami's living room shook violently as the dark pulse reached them, the girls all struggling to retain their balance. Just as the shaking began to stop, the girls noticed cracks appearing in the transparent barrier that protected the apartment, the hairline fractures creeping all across it before it finally shattered into countless glowing pieces that faded away a moment later. Suddenly, the dark atmosphere that plagued the rest of the city flowed into the room, tugging at their nerves, their instincts, telling them that they were all in mortal danger just being there.

"That… can't be good." Sayaka stated, just to break the deafening silence.

Not a moment after she said this, a Heartless materialized beside her, though unlike the Shadows they had encountered before, this Heartless was much more humanoid, its black head encased within a silver helmet, giving it the aesthetic of a knight. Before they knew it, a whole platoon of four Soldier Heartless surrounded them, stomping in place as if they were clumsily marching.

"So much for a safe location." Kyoko jeered as the group huddled together. Without any warning, one of the Soldiers hopped onto its toes and unleashed a rotating kick, spinning like a top right towards Mami and Nagisa.

"Look out!" Madoka exclaimed as she instinctively summoned the Keyblade and guarded against the attack, the Soldier recoiling back and leaving it open for Madoka to land a combo on it, the final slash sending it flying back.

"K-Kaname-san?" Mami stammered in shock at the display.

"Amazing Madoka-nee-chan!" Nagisa said, awestruck.

"Isn't it?!" Sayaka exclaimed in agreement. The other three Soldiers then unleashed a similar attack all at once, Madoka staggering back as they recoiled against her Guard.

"Everyone, this way, let's give her some space!" Mami said as she guided the rest of the group into the kitchen, allowing Madoka to focus all of her efforts to defeating the Heartless.

One of the Soldiers marched up to her and slashed with its right claw; Madoka easily Dodge Rolled out of the way, allowing her to land two slashes to the creature's exposed side. However, before she could land the finisher, another Soldier came at her from behind with a rotating kick, Madoka staggering back from the impact and turning her attention to her assailant. She swung the Keyblade at it just in time to parry a claw swipe, but the moment she swung in retaliation, the Solider leaped over her head and lunged across the room out of Madoka's reach. Before she could even consider going after it, another Soldier unleashed a rotating kick that Madoka fortunately blocked just in time, the Heartless staggering just enough for her to land a combo that knocked it back into Mami's sofa. She went to finish it off, but the first Soldier intercepted her, Madoka ducking underneath its claw and retaliated with a quick upward slash that defeated it, a strange pinkish red object popping out from the black fog and floating up into the air before fading away.

Madoka then turned her attention to the fourth Soldier, guarding against a swipe from its claw and countering with a combo, the creature dying on the forward thrust allowing the sweeping slash to parry the two rotating kicks that the remaining Soldiers advanced with. Madoka avoided a claw swipe from one of the Soldiers with a Dodge Roll, instead engaging the other, landing a combo that defeated it. Madoka evaded a claw swipe from the last Soldier only for it to lunge away as she slashed at it. Rather then go after it, she stood her ground and guarded once the Heartless came at her with a rotating kick, blocking the attack and leaving it wide open for a combo, ending it this time with a powerful upward slash that ended its existence in a puff of black smoke.

"Yeah, way to go Madoka!" Sayaka cheered from the kitchen entryway.

"Kaname-san, you were incredible!" Mami added with a subtle applause.

"You're so strong, Madoka-nee-chan!" Nagisa beamed. Madoka's face flushed as she let out an embarrassed giggle, awkwardly scratching the back of her head.

However, the moment didn't last as behind her appeared yet another Soldier, accompanied by four additional, floating Heartless. These new Heartless had strange cone shaped bodies, the two floating closer to the ground being blue in color, while the two that floated overhead were red. All four had yellow caps on their pitch black, spherical heads, and the beady yellow eyes that all Heartless seemed to have.

"Oops, spoke to soon." Sayaka lamented as Madoka lowered into her battle stance once again.

The Soldier marched forward and swiped at Madoka with its claw, the pinkette easily guarding against it and retaliating with a combo that sent it flying across the room. She quickly attempted to close the distance between them before it could recover, but one of the blue floating Heartless that had scrambled about the room glowed blue as cold air collected around it. Before Madoka even got half way across the room, the Blue Rhapsody fired a blast of ice magic at her, making the girl stagger as her right shoulder was frozen solid.

"What the… the blue ones shoot ice!?" Kyoko exclaimed.

"Wait, so does that mean the red ones…" Sayaka began, but was cut off by the sight of the Red Nocturne summoning a fireball in the space above Madoka. "Madoka, look out!" Sayaka warned.

Fortunately, Madoka noticed the spell just in time to Dodge Roll out of the way, however the ice on her shoulder hindered her enough to keep her from standing up right away, leaving her wide open for a rotating kick from the Soldier. The kick knocks her back down but also breaks the ice on her shoulder, but just as she begins to reengage the Soldier, the second Blue Rhapsody fires another Blizzard spell, this time freezing Madoka's leg to the floor and rendering her immobile. A Red Nocturne took that chance to fire another fireball at Madoka, but this time she managed to Guard against it, as well as a claw swipe from the Soldier. The armored Heartless lunged out of the way of Madoka's retaliating upward slash just in time to leave her open for the second Red Nocturne to coat itself in flames and ram into her.

Madoka cried out in pain as the flames bit at her side, the force and heat from the hit separating her leg from the floor but making her lose her grip on the Keyblade and sending her crashing into the table. Madoka struggled just to sit up, the pain from the fire still lingering, her eyes widening when she saw the Red Nocturne floating above her already charging another fireball. She could faintly hear the cries of warning from her friends, but the pain and fear she felt at that moment mixed together into a fog that prevented her from doing much else other than cower with her head down, awaiting the spell that would end her life. However, it never came, as just when the fire was ready to be thrown, a plate crashed into the Heartless, causing the creature to turn its attention to its new assailant. Madoka did the same and was shocked to see her Sayaka, Kyoko, and Mami all holding plates, teacups, and silverware, ready to be pelted at the Heartless.

"Don't even think about it you creep!" Kyoko exclaimed as she threw another plate, the Red Nocturne just floating to side to evade it.

"You stay way from Madoka!" Sayaka demanded as she tossed a knife at the creature, only for it bounce off its body harmlessly.

"Shame on you for attacking a helpless girl!" Mami scolded as she threw a teacup, only for the Heartless to intercept it with the fireball, shattering it in midair and the trio's confidence along with it. Before they could even consider retreating, the Red Nocturne coated itself in flames and threatened to charge forward.

"No!" Madoka exclaimed, the Keyblade disappearing from its place on the floor and reappearing in her hand as she forced herself to her feet. She caught the Heartless in a leaping upward swing, halting its attack, following up with a midair downward slash and finishing it off with an aerial spinning slash.

Madoka stumbled as she landed, but took the time to glance over at her friends, exchanging brief relieved and appreciative looks before Madoka turned her attention back to the battle. She immediately engaged a Blue Rhapsody that was charging a Blizzard spell, defeating it in a basic three hit combo before having to Dodge Roll away from the Soldier's rotating kick. Fortunately, she caught the remaining Red Nocturne and Blue Rhapsody charging their attacks and thus rolled two more times in order to avoid them, stopping in the perfect spot to attack the Blue Rhapsody, defeating it on the sweep slash that also parried a claw swipe from the Soldier. She finished off the Soldier with a quick upward slash, recovering just in time to evade another fireball from the last remaining Red Nocturne. She then leaped towards it with a skyward slash, but the Heartless floated out of the way just in time in a desperate attempt to stay alive. It coated itself in fire and charged one last time at the pinkette, only for Madoka to Dodge Roll out of the way and catch it in a mid-air combo, finally defeating it. Madoka panted heavily once she landed, falling onto her butt in exhaustion as the pain she had ignored during the fight began to make itself known once more. The Keyblade also disappeared from her grasp, unable to summon the will to keep it around.

"Madoka, are you alright!" Sayaka asked as she and the rest of their friends crowded around her, Sayaka and Kyoko helping Madoka to her feet.

"Y-Yes, I'm ok…" Madoka weakly assured, wincing in pain every once in a while.

"We have to get her to a hospital!" Mami stated.

"Are you kidding, we won't last five minutes out in the Heartless infested streets!" Kyoko countered.

"Well we can't stay here either now can we?" Sayaka shot back bitterly, the issue about to erupt into an argument.

"Everyone, look at this." Nagisa spoke up, the older girls turning their attention to her. The stark haired girl showed off a strange transparent bottle that had what seemed to be a sparkling green liquid inside that mysteriously took the shape of a five-pointed star.

"Ohh, pretty." Sayaka said curiously.

"What is it?" Kyoko wondered.

"I don't know it just popped out of the last monster Madoka-nee-chan defeated." Nagisa explained.

"…Hey, isn't that…" Madoka mumbled, recognizing the object.

 _This should help!_

Silently, Madoka took the bottle from Nagisa's hand, stared at it for a moment as if to confirm it was what she thought it was, and suddenly threw it in the air, the bottle suddenly popping and the liquid transforming into a shower of clover petals that rained down on her. Madoka felt a wave of relief wash over her as all of the pain and exhaustion faded away, the girl standing on her own and examining her magically healed body.

"Wow, Madoka what was that?" Sayaka inquired in awe.

"A healing potion, sometimes the Heartless drop stuff like that." Madoka explained.

"My, how convenient." Mami said.

"Great, so now this isn't even a shonen manga, but a damn video game." Kyoko griped with a roll of her eyes.

"Well whatever it is, it looks like holing up and waiting it out isn't an option anymore." Sayaka lamented, arms crossed in contemplation.

"So what do we do?" Nagisa asked with a concerned look on her face.

"Kaname-san, I don't suppose those memories of yours could tell you how to fix this problem, could they?" Mami inquired to the pinkette.

"Eh, the memories?" Madoka replied quizzically.

"You said before they were of a boy that dealt with these creatures before right? So did he by any chance have a way of permanently doing away with them?" Mami suggested, the rest of the group looking to Madoka hopefully.

"Well…" Madoka began in an uncertain tone. However, as she pondered the possibility, the desired memory popped into her head.

 _Don't bother with the small fry._

"…Find the leader." Madoka nearly whispered. "We have to defeat the Heartless leader, then the rest of the Heartless should go away." She explained what she gathered from the fragmented memory.

"Great, so where's the leader?" Kyoko scoffed in response.

"Um…" Madoka attempted to answer. After a moment of silence, Mami walked over to the window, looking over the skyline of Mitakihara City.

"Look, over there." Mami instructed, the rest of the girls all crowding around to see what the older girl referred to. "See that strange cloud hanging over the transmit tower." She stated, pointing to the black mass that in fact hung over the tallest building in Mitakihara, pulses of blue, red, and purple light flashing from it every once in a while.

"Sure ain't like any cloud I've ever seen before." Kyoko affirmed.

"You think that's where the boss Heartless is?" Nagisa asked.

"…Only one way to find out." Madoka stated, clenching her fists in determination as she gazed at the cloud of darkness.

* * *

Madoka slashed through a Blue Rhapsody with the Keyblade, the creature dropping yet another Potion as it faded out of existence, bringing her total to three. She dismissed the weapon and collected the prize, giving her friends a wave to assure them that the coast was clear.

"Just two more blocks to go." Madoka said as she looked up at the broadcast tower in the distance. "Maybe I should use a Potion before we get there, just in case." She pondered, holding the item in her hand ready to be used.

"Sorry Madoka." Sayaka said, catching Madoka off guard.

"You wouldn't have to waste time and energy dealing with the grunts if it weren't for us." Kyoko elaborated with a guilty look on her face.

"In the end, we're just a hindrance to you." Mami added apologetically, Nagisa just clutching Mami's arm and looking down in shame.

"…That's not true." Madoka denied, much to the group's surprise. "Back at the apartment, you all helped me, remember?"

"Well, I wouldn't say what we did "helped" per say…" Sayaka admitted, the girls fidgeting awkwardly at their clumsy attempt at assistance.

"No, you did help, really you did." Madoka insisted. "At that time, I was so scared that I couldn't move at all, if you hadn't helped me I definitely would have died." Madoka held her hands to her chest to keep them from shaking at the memory. "If I was alone, I don't think I'd be able to fight at all, so… thank you, I'm really glad you're all with me." Madoka thanked with a wholehearted sincerity that only she could muster. Her bright smile and kind words put her friend's worries at ease, returning the favor with supportive smiles of their own. The tender moment was interrupted by a loud clap of thunder coming from the cloud overhead; the girls all exchanged determined looks and pressed onward.

The transmit tower was a popular landmark in Mitakihara City, easily visible from the skyline and the source of most of the city's radio, TV, and Internet signals. The girls all entered the large and empty parking lot that preceded the front entrance to the management building at the base of the tower itself, now having a clear view of the ominous cloud that hung above it. It was now that they realized that it wasn't a cloud at all, but a large orb of dark energy that had a swirling vortex of black mist surrounding it.

"Well, we're here." Sayaka said, a hint of nervous anticipation in her voice.

"And the boss Heartless… isn't." Kyoko lamented as she looked around at the empty lot in disappointment.

"Perhaps we guessed wrong." Mami proposed regretfully.

"Hey~, boss Heartless-san~, please come out~!" Madoka cried, moments passing only for her own echo to be her only response.

"I don't think it's here." Nagisa said, breaking the silence.

" _Great_ , now we get to go on a wild goose chase all over town." Kyoko stated irritably, lazily placing her hands behind her head as she turned to leave. Madoka let out a dejected sigh before she turned to follower, along with Mami and Nagisa. However, Sayaka just stood still, her arms crossed and a pensive look on her face.

"Sayaka-chan?" Madoka said quizzically.

"Hold on, I wanna try something." Sayaka responded as she pulled out her phone.

"You have an idea, Miki-san?" Mami inquired curiously.

"Sort of. You see there was this other urban legend that I wanted to test out today." Sayaka explained. "Apparently, if you text a certain sticker to the transmit tower service line, then the tower will glow and bring you good luck."

" _Huh_ , the hell kind of bogus story is that?" Kyoko scoffed.

"Oh, just like how the living shadows were a bogus story to?" Sayaka rebuked, Kyoko reluctantly going silent.

"Well, it wouldn't hurt to have a little luck on our side." Mami admitted with a comforting hand on Kyoko's shoulder.

"It might give us more than that." Sayaka said, much to her friends' confusion. "Look, check out which sticker we have to send." She held out her cellphone for all to see, the sticker already selected and attached to a blank text.

"That's… a keyhole?" Madoka said in slight confusion. Suddenly, a flood of disjointed memories entered Madoka's mind, all of Sora battling powerful adversaries just before sealing a mystical Keyhole. "A Keyhole!" Madoka repeated in realization, startling the rest. "Sayaka-chan, you're a genius!"  
"Huh?" Kyoko breathed quizzically.

"Kaname-san?" Mami added in confusion.

"Heh, heh, was there ever any doubt?" Sayaka gloated at the praise. "After all, if there's a key, then there's a lock, right?" She said before she hit "send". The girls all stared up at the tower in anticipation. A few moments pass before a faint sparkle of light appeared at the very top of the tower, the whitish blue glow spreading down the length of the metal construct until the entire thing was shining brightly.

"Wow." Madoka breathed in awe.

"So pretty!" Nagisa admired along with the rest. Eventually, a small part of the tower began to glow more intensely than the rest, before fading away and revealing a mysterious keyhole.

"Oh yeah, that's two for two!" Sayaka gloated, flashing a confident smirk and a victory sign.

Her celebration was cut short as the ground beneath them shook violently; the girls just barely managing to keep their balance as the various shadows cast around them began to coalesce into a single black vortex. Emerging from that dark void came a massive Heartless, Madoka's eyes widening in shock as she recognized it as the monster from her dream, the Darkside. However, once it fully emerged from the vortex, it became clear that where the Darkside's skin was pure black, this giant Heartless had dark purple skin, and was just a bit larger in size; the Dark Follower.

"Hey, hey, hey, isn't that way too big!?" Kyoko exclaimed with wide, shocked eyes.

"Kaname-san, can you really defeat such a creature?" Mami inquired with grave concern.

"I-I…" Madoka stuttered as she gazed up at her opponent. She didn't know if she was up to the task, not quite recalling how the battle in her dream turned out, just that she was just as afraid then as she was now. However, she knew she couldn't back down; everybody was counting on her, her friends, her family, everybody in Mitakihara, and she he couldn't let them down.

 _Don't be afraid… keep your light burning strong…_

With a determined look on her face, Madoka summoned the Keyblade and lowered herself into her battle stance.

"Stand back everyone!" Madoka instructed.

"Right!" Kyoko complied before running for cover.

"Nagisa, this way!" Mami said as she took Nagisa's hand and followed after Kyoko.

"Be careful, Madoka." Sayaka said, placing a supportive hand on her shoulder. "Remember, we're all here with you." She assured with a wide grin. Madoka offered an appreciative smile of her own before Sayaka turned to join the others, leaving Madoka to face the Dark Follower.

It was at this time that the giant Heartless noticed Madoka's presence and went on the offensive, rearing a fist back before slamming it down towards Madoka, the girl Dodge Rolling out of the way. A pool of darkness appeared around the spot the Dark Follower hit, summoning three purple variants of the Shadows. Madoka recalled the attack from her fight with the Darkside and made quick work of the Shadow that immediately obstructed her and went for the impaled fist, slashing at its exposed wrist just as before. Eventually, the Dark Follower raised its fist from the ground, allowing Madoka to deal with the Shadows. She guarded against their claw strikes, feeling like they were just a smidge stronger than the ordinary Shadows, but she was still able to quickly dispose of them.

With its minions defeated, the Dark Follower made another move, leaning forward and supporting itself on its right hand as it buried its entire arm into the ground, creating a shockwave that sent Madoka flying back as she attempted to attack the right hand. The Dark Follower seemed to feel around underground as if looking for something, giving Madoka a chance to rush up and slash at its exposed face. However, she only managed to land two hits before the Heartless lifted itself up, pulling a ball of orange, swirling energy out of the ground. It admired the orb for a moment, cradling it in its hands before sending it flying up to join the shadowy vortex in the sky. Not a moment later, spheres of purple energy began raining down from the sky all over the lot, the Dark Follower standing up tall and motionless as if it expected the rain to take care of Madoka for it. Madoka Dodge Rolled out of the way of a falling sphere, only to be hit by another, recovering from her stagger just in time to evade a third.

"EH, us too!?" Kyoko exclaimed as she and Sayaka narrowly evaded an orb.

"Look out!" Mami said as she pulled Nagisa out of the path of an orb before having to evade one herself.

Eventually, the energy rain ceased and the Dark Follower aimed a punch at Madoka, which she easily evaded. Just as the pool of darkness formed and the Shadows emerged from it, Madoka hopped onto the Dark Follower's arm and ran up onto its shoulder, slashing at its head. She managed to get in two full combos before the Heartless pulled its fist up from the ground and stood up straight, turning its head to the side for its beady yellow eyes to stare directly at Madoka. It the raised its hand and attempted to swat the pinkette off of its shoulder, forcing Madoka to leap off and safely land on the ground. She was then engaged by the three summoned Shadows, getting slashed by two of them in a surprise attack but she managed to dispatch them easily enough. However, Madoka failed to notice that the Dark Follower had reared its fist back, charging it with a large amount of glowing energy.

"Madoka, watch out!" Sayaka cried, alerting Madoka to the attack. The Dark Follower then threw the punch at Madoka, the girl rolling out of the way as the fist crashed into the asphalt, creating a large and powerful shockwave that sent Madoka flying back a couple of feet. However, the shockwave propagated beyond the boundaries of the lot, crashing into Madoka's friends as well, all crying out in pain as a result.

"Ugh… Sayaka-chan… everyone…" Madoka uttered in grave concern as she forced herself back onto her feet. "Are you alright?!" She called out to them as she attempted to come to their aid.

Unfortunately, the Dark Follower caught her attention as it prepared its next attack, resting on its knees as it collected energy into the heart shaped crevice on its torso and then firing an energy ball that homed in on the pinkette. With a narrowed gaze, Madoka stood her ground and Guarded against the attack, the force sending her sliding back a few inches, but she managed to bounce the orb back, sending it crashing into the Dark Follower's face. Regardless, the Heartless charged up another attack and this time shot out two orbs, one of which once again bounced off of the Keyblade and into its face, while the other flew right over Madoka's head and went towards her still recovering friends.

"NO!" Madoka cried in despair as she could only watch the orb careen closer and closer to her defenseless friends. However, a moment before it collided with any of them, a Clara Doll leaped out from nowhere and blocked it with its spear, much to the quintet's relief.

"Thank goodness." Mami

"Geez, it's about time you guys showed up again!" Sayaka scolded the child-like creature, but was seemingly ignored.

"Wait, we only get one this time, what gives?" Kyoko griped, who was also ignored in favor of the Clara Doll giving a friendly wave to Madoka. She was surprised by the gesture, but then looked up into the sky, realization dawning on her as she saw the hairline fractures continuously appearing and disappearing.

"That's right, Homura-chan is out there fighting too, isn't she." Madoka said, glancing back at the single, solitary Clara Doll that was all that the ebony haired classmate of hers could spare. Her train of thought was cut off by the Dark Follower charging up yet another attack, this time firing three orbs of energy at once. Madoka evaded the one that homed in on her and then leaped into the air to knock the second away, leaving the Clara Doll to block the final one. With renewed determination, Madoka quickly used a Potion and fell back into her battle stance, ready to end this battle.

The Dark Follower threw another punch at her, summoning three more Shadows in a pool of darkness that went ignored in favor of Madoka climbing up the arm. She vigorously slashed at the Heartless' head, keeping her balance as best she could when it hefted its fist from the ground and stood back up. Once again, the Dark Follower noticed Madoka's presence and attempted to swat her away, the girl nimbly leaping off and slashing at one of the Shadows down below. She dispatched them just in time to catch a glimpse of the Dark Follower rearing its fist back, charged with dark energy, and then bring it down to create another powerful shockwave that Madoka just barely leapt over. Meanwhile, the Clara Doll planted its spear into the ground and expanded it into a black wall that protected the bystanders from the shockwave.

Before the Dark Follower could lift its fist off from the ground, Madoka leaped onto it and began to scale its arm. The Heartless attempted to swat her away one last time but Madoka jumped to avoid the coming hand, and with a loud determined cry she landed a heavy slash through the Dark Followers face, creating a visible wound where dark energy began to crackle out from. Madoka landed back onto the ground and looked back at the stunned Heartless, standing there motionlessly before it finally succumbed to the wound and fell over, dead.

The Dark Follower's body began fading away into darkness, the resulting black mist floating up to join the now dissipating vortex in the sky. As light began peer through, the keyhole on the Transmit Tower shimmered for a moment, the Keyblade responding with a shimmer of its own. Understanding, Madoka adjusted her hold on the Keyblade so that its teeth were facing down and pointed it at the tower, a beam of light shooting from its tip into the keyhole. There was a faint clicking sound before the keyhole shimmered out of existence, a small smile appearing on Madoka's face as she dismissed the Keyblade, feeling that the whole ordeal was finally over with.

"YOU DID IT MADOKA!" Sayaka exclaimed as she nearly tackled Madoka from behind in a tight hug.

"I can't believe it, you actually defeated that giant thing, nice going!" Kyoko praised with similar joy as she gave the girl congratulatory high five.

"Is it over?" Nagisa apprehensively asked as Mami guided her over to the trio.

"Yes, it seems that did the trick." Mami said as they all gazed up at the brightening blue sky. The heavy atmosphere that persisted throughout the entire battle was suddenly nowhere to be found, and they knew that things had now returned to normal. "Well done, Kaname-san."

"Can you believe it Madoka, you like totally just saved the world!" Sayaka gushed as she pulled away from her best friend.

"Hihihi, I don't know about that but…" Madoka giggled shyly at the praise, despite the great sense of pride she felt at that moment. She actually couldn't believe it, to think that she actually managed to defeat such a powerful creature, that she actually succeeded in protecting her home, her family, her friends, it was all so overwhelming it nearly made her go weak in the knees. However, Madoka's attention turned to the Clara Doll, the creature taking its leave with its job complete.

"Ah wait, Doll-san!" Madoka called out, the Clara Doll stopping and looking at her over its shoulder. "Um… just… thank you very much for your help." Madoka said with a grateful bow of her head. "And also… tell Homura-chan thank you as well." She added with a bright smile.

"You shouldn't be thanking me." Madoka was startled when the doll responded in Homura's voice. However, after a moment of thought, she realized that it didn't come from the doll, but rather from behind her. She and the others turned around and looked on in shock as Homura lowered herself onto the lot with her large black wings.

"Eh, w-w-wings!?" Kyoko exclaimed in shock and confusion, pointing at the long, feathered appendages that protruded from Homura's back.

"Akemi-san, that outfit is a little…" Mami awkwardly protested, covering Nagisa's eyes to the younger girls chagrin. However, they went ignored by Homura, the girl silently stepping forward her eyes glued onto Madoka.

"Um, Homura-chan, are you…?" Madoka questioned, but was cut off when Homura suddenly lunged forward, wrapping her arms around Madoka in a desperate hug. The girls all gasped in surprise at the sudden action, Madoka so flustered that she failed to react.

"I'm sorry Madoka, even thought I promised never to let you fight again, I…" Homura apologized, her voice low and sounding like she was on the verge of tears.

"H-Homura…chan?" Madoka breathed bewilderedly as Homura's grip tightened ever so slightly.

"H-hey, what do you think you're doing you creep!" Sayaka said as she pulled Homura off of Madoka and stood between them protectively. "No, we're way passed creep, are you even human?" Sayaka accused, Homura's gaze turning dark and perturbed.

"S-Sayaka-chan, you shouldn't say that, she's been helping us, remember!" Madoka defended.

"You mean helping _you_ Madoka." Sayaka rebuked, Madoka gasping quizzically in response. "It's been bothering me for a while, but now there's no doubt about it, Homura only cares about protecting you, and the rest of us are just baggage!" She declared incriminatingly.

"Say what?" Kyoko said in a dubious tone.

"Miki-san, don't you think you're going jumping to conclusions." Mami suggested with concern.

"I know, even I can see that, but… I just can't get that image of her out of my mind." Sayaka asserted. "Our families, our friends, everybody else in the world, you don't care about any of them, do you, you… you _devil_!" Homura was visibly shocked by the utterance of that last word, looking away in either shame or contemplation. However, not even a moment passed before the girl's entire demeanor changed, a deranged smile spreading across her face as she looked back up with a condescending glare.

"My, so you actually did manage to remember that, you always were a sharp one Miki Sayaka." Homura teased almost playfully, though there was clear sense of malice in her voice. The girls all tensed up, Sayaka standing much more protectively in front of Madoka and Kyoko and Mami shifting their stances as if preparing for a fight. "I suppose now you're going to demand that I explain things to you all; who and what I am, what my intensions are, etcetera. But I'm afraid I can't do any such thing with Madoka present, I'd like to not trouble her with all this unpleasantness any more then I already have."

"Screw that, you honestly think after all of this we're just going to let you brush this off!" Kyoko rebuffed angrily.

"I believe we deserve an explanation Akemi-san," Mami asserted. "And if you won't comply, then…"

"Then _what_ , Tomoe Mami, what will you do to me?" Homura cut her off tauntingly, not at all fazed by the threat, with good reason.

"We'll… um, we'll… what will we do?" Mami pondered out loud, unsure just what she could possibly do against the powerful girl, and why she was so confident in her threat.  
"Good, it seems this ordeal hasn't made you remember anything troublesome, I must say my memory blocks are much more effective now than they once were." Homura said tauntingly.

"Memory blocks?" Nagisa said curiously.

"What are you talking about, just what did you do to us?!" Sayaka demanded. Homura just chuckled lightly in response, much to Sayaka's ire, she seemed dangerously close to attacking the devilish girl, however the hateful glares they shared were soon replaced by confused gazes as Madoka stepped passed Sayaka.

"Madoka?" Homura said quizzically.

"…Who is Sora?" Madoka asked, much to the entire assemblies confusion.

"Sora?" Kyoko said, unfamiliar with the name.

"Could that be… the boy from your memories?" Mami guessed.

"Boy, memories?" Homura parroted, her face going a bit pale when Madoka nodded in confirmation.

"Homura-chan, you've been messing with our memories, right?" Madoka inquired, Homura flinching at the accusation, meaning a world of difference coming from Madoka. "So you must know about them, about the strange memories I've been seeing."

' _Strange memories… could it be, the Law of Cycles…?_ ' Homura panicked in her head, but after a moment of thought she knew that couldn't be case, if she had truly recovered her memories of her time as the Law of Cycles then she wouldn't still be here, but of course that just raised the question of what else could she possibly mean.

"In those memories, there's a boy named Sora who uses the Keyblade to fight off the Heartless and helps people everywhere he goes." Madoka explained. "At first I only saw them as dreams, but recently I've been able to recall them as if they were my own memories, and I was able to fight because of them. It's just so strange, I have memories that shouldn't belong to me, that have amazing things that I know shouldn't be possible, and yet… they feel more real than my own memories." Madoka admitted her face tilted towards the floor and her hands gripping her chest.

"Madoka…" Homura breathed, the girls all giving her sympathetic looks.

"Homura-chan, you know why that is right, I _know_ you do." Madoka accused, much to Homura's shock. "Please, tell me why, you don't have to explain anything else, just tell me who Sora is, why do I have his memories, why can I use the Keyblade, and why… why do I feel like my memories are a lie." She desperately pleaded, fighting back tears of fright and frustration. Homura silently lowered her head, her eyes covered by the shadow of her bangs, masking her face and making it impossible to tell what was going through her mind. The girls all awaited her response, ready to fight for and answer if need be.

"…Pathetic." Homura practically whispered the girls all surprised by her response. However, before anybody could offer a reply, Homura brought her gloved hands together in a loud, echoing clap, the girls all gasping as a sudden sharp pain ran threw their heads. Madoka's pain faded a way a moment later, but her friends succumbed to theirs and all fell into unconsciousness.

"Eh, S-Sayaka-chan? Sayaka-chan, everyone, w-why!?" Madoka panicked with concern for her friends.

"Am I really this pathetic?" Homura said in a depressed voice as she began approaching Madoka. "Even though I tried so hard, even though I did all I could to give you a happy life, I just keep messing up…"

"Eh, Homura-chan, what are you…?" Madoka began to inquire, but was cut off when Homura placed her hands on her shoulders.

"I'm so sorry Madoka, to think that I didn't notice that you were suffering so much." Homura said, her face lowered and her voice dripping with shame.

"Eh, n-no, it's not like I was really suffering, I was just…" Madoka argued.

"But it's ok, everything will be fine soon." Homura asserted as she cupped Madoka's cheek and lifted her head to look in the eye with a sad, but caring gaze. As soon as she felt the soft glove on her face, Madoka suddenly felt exhausted, her vision blurred as she struggled to keep her eyes open, a calm, soothing feeling slowly lulling her to sleep.

"Homura…chan." Madoka muttered as her body began to sway, her legs threatening to give way.

"Don't worry, I'll make sure you see a happy dream, and once you wake up, you won't remember any of this. Those monsters, that weapon, and most certainly not those memories that have plagued you for so long." Homura assured, resting her forehead lovingly on Madoka's own. "Whatever is happening to you, I'll fix it, and then you can return to your normal, happy life, I promise." Suddenly, the calm and soothing feeling was replaced by a cold and hallow one, like a dark force was pulling at her heart, threatening to overshadow it.

"No… I… I don't…" Madoka whispered as she felt the last bit of her free will begin to slip away into the darkness.

 _Madoka!_

Suddenly, Madoka's eyes shot open, the bright pink orbs flashing a deep blue as Madoka's consciousness fully returned to her.

"NO!" She cried in defiance, summoning the Keyblade and swinging it at Homura. The devil narrowly managed to evade the attack, lunging backwards with a beat of her wings, creating a good amount of distance between them.

"Madoka?" Homura said, shocked at the petit girl's attack.

"Homura-chan… what… what were you doing to me?" Madoka questioned, panting heavily and grasping her at her chest.

"How… how did you resist?" Homura inquired, mostly to herself rather than to Madoka.

"…That feeling, that cold darkness, that was you changing my memories?" Madoka deduced, Homura looking away in guilt. "So it _is_ all a lie; Mama being transferred overseas, us living in America for three years, coming back to Mitakihara last year, those were just memories… you put in my head?" Madoka was devastated, but at the same time relieved, she no longer had to feel guilty or distraught over how those fun times with her family and foreign friends didn't stack up when pinned against the memories of Sora's adventures.

"…Yes, that's right, I won't deny that." Homura admitted, returning her gaze to Madoka.

"Why… why are you doing this Homura-chan?" Madoka demanded.

"I did it for _you_." Homura asserted. "Everything I've ever done was for you, Madoka. You can only be happy here, in this world that I created for you." Homura spread her harms to the sides, the clouds above flying by at unnatural speeds, the sun arcing across the sky until day turned into night and then back again, demonstrating Homura's control over the world. "You don't have to fight in this world, you don't have to sacrifice yourself for anyone in this world, anything that hinders you, or makes you unhappy, I can just erase, anything that you desire I can just create, all you have to do is live your life however you want to. I can't tell you why, but all of this was necessary, all of it… was so that you could live a happy life, Madoka." Homura looked at her with desperate eyes, as if pleading for her to understand, to see the purity in her intentions.

"…All of it? Even what you did to Sayaka-chan and the others?" Madoka replied, glancing down at her unconscious friends.

"Yes." Homura replied without hesitation, not so much as a thread of remorse in her voice. "As I said, only I can give you this happy world, and if they ever became aware of me, of my intentions, they would surely stand against me, and destroy this peaceful existence in order to restore order… just as you would." Homura raised her hand out towards Madoka, and in a burst of purple flames a dark purple bow appeared in her grasp. Madoka gasped and lowered into her fighting stance at the appearance of the weapon, Homura's smile fading and being replaced with a hurt frown.

"I don't want to fight you Madoka," She stated as she drew the bow's invisible string, an arrow made of bright, purple energy forming between her fingers. "But I will if I must, if it means keeping you here, where you can live a happy life." Homura declared, taking aim and meeting her gaze with Madoka's.

' _This… this isn't right, what Homura-chan's doing is wrong!_ ' Madoka thought to herself as she stiffened her stance. ' _I have to stop her, I have to free Sayaka-chan and everyone else from her power!'_ Madoka's grip on the Keyblade tightened so much that they began to shake, her feet glued to the floor. ' _Huh? Why am I trembling so much, why am I so scared to fight her? The Heartless were much scarier than her, but then again, those were just faceless monsters, this is Homura-chan, my classmate, my… just my lonely classmate. She's practically a stranger to me, like a creepy supernatural stalker, she's dangerous, so I'm just defending myself, she needs to be beaten, the world needs to be saved, so… so…!_ '

"…I don't… I don't want to fight you either, Homura-chan." Madoka said, easing up her stance. She didn't understand why, but she just couldn't bring herself to fight Homura; perhaps she didn't think she could win, or she didn't feel comfortable fighting another human, either way, she couldn't do it. Homura was surprised, but lowered her own weapon with a satisfied smile.

"Madoka… thank you, I promise, I'll do whatever it takes to make sure you never have to fight again, for real this time." Homura assured, presuming Madoka's surrender. However, this was not the case. While it was true Madoka did not wish to fight Homura, she certainly didn't want to have her memories tampered with again, and she couldn't just let Homura do what she pleased with the rest of the world either.

' _But… if I can't fight her… then what else can I do?_ ' She wondered, her grip tightening around the Keyblade. ' _Please… tell me what I should do… Sora-san._ ' She pleaded, hoping the boy's memories would once again have the answer.

Suddenly, the Keyblade began to shine, grabbing both Madoka and Homura's attention. However, it didn't remain there for long, as Homura felt a disturbance in her barrier and quickly shot her gaze up into the sky. Floating there in the sky, where the enormous fissure used to be, was a shimmering Keyhole, through which one could see a bright, swirling vortex of color.

"What? What is that?" Homura said quizzically and only the latest of bizarre and unfamiliar happenings in her world.

"Another… keyhole?" Madoka said with equal confusion. Madoka glanced between the keyhole in the air and the shining Keyblade in her hand; the intention was obvious but this time no memory came to explain things to her. Regardless, Madoka took a leap of faith and shifted the grip on the Keyblade so that its teeth were pointed downward and raised up towards the sky.

"Madoka, wait!" Homura cried dashed forward. Just as she closed the distance between them, a beam of light shot out from the tip of the Keyblade, the mere radiance somehow knocking Homura back onto the floor as the beam flew into the keyhole.

A blinding light shined forth, illuminating the sky and forcing Madoka to have to look away, but when she looked back the keyhole was nowhere to be found and the sky had returned to normal. Madoka tilted her head in confusion at the lack of any effect the grand display had, when suddenly a bright portal opened behind her, a powerful vacuum of air threatening to pull her it. Madoka struggled against the suction, desperately attempting to step forward when each step brought her further back until she was eventually lifted off of her feet hurdling towards the portal.

"Madoka!" Homura exclaimed as she sprang into action, lunging forward with her hand outstretched. Time seemed to be moving in slow motion as Homura reached for Madoka's hand, she just barely managed to graze the tips of her fingers but ultimately she slipped through her grasp, the frightened girl disappearing through the portal before it vanished without a trace. Homura slid across the ground, groaning in pain before standing back up on her feet, frantically searching for any sign of her friend. "Madoka? Madoka… MADOKA!"

* * *

 **A/N: And there you guys have it, Chapter 2. Man, this chapter turned out to be a lot longer than I thought it would be, at first I thought it was just the battles that were making it long, cause seriously guys, battles add a lot of text, but I feel like all of the exposition could've also been a contributing factor. So yeah... I'll be honest guys, I don't really like how this chapter turned out, there was a lot of exposition that I had to get out of the way, with how the Heartless out invasion made the girls all notice the inherit strangeness of the world that they never really noticed before and such, but I don't know, what did you guys think, to much exposition or was it balanced out enough with the action? But anyway, we finally got the ball rolling, Madoka has the Keyblade and is now on her way to her first new world, which world will it be you ask, well you're just going to have to wait and see. I'd say expect future chapter lengths to be comparable to this one, I'll probably just have the entire story of one world visit be contained in one chapter, it's just easy for me to write it that way. Well, I hope you guys liked this chapter, feel free to leave a review telling me your thoughts (pretty please), and I'll see you all next time.**


	4. In a World Without You

**A/N: Sorry for being so slow... and with nothing else to say, on to the story!**

 **Disclaimer: I don't own Kingdom Hearts or Puella Magi Madoka Magica**

* * *

 **In a World Without You**

"Oh my, are ye alright there, lass?"

The voice seemed distant and muffled, as if it traveled through water rather than air to reach her tired ears. Madoka's body flinched slightly at the sudden sensation of a hand on her shoulder, which quickly removed itself at the spasm. Her senses slowly returned to her, she could feel the warm but hard ground underneath her, pressing against her chest and face suggesting that she was lying down face first. She heard the faint sound of birds chirping in the distance and fluttered open her eyes to find herself staring at… a pair of yellow, webbed feet.

"Ye must have taken quite the tumble, can ye stand?" The person asked in a thick Scottish accent.

"Y-Yes, I think so." Madoka replied as she attempted to prop herself up on her hands. She then lowly rose back to her feet, a bit dizzy, but otherwise perfectly fine. "Thank you for your concern Mr… duck." Madoka breathed in surprise at the sight of the Good Samaritan. He was indeed a short, anthropomorphic duck, his bill the same yellow color as his feet and his plumage pure white. His eyes were a bright blue but carried some visible bags underneath denoting his advanced age, and resting on his bill were a small pair of round rimmed glasses. He wore an expensive looking blue jacket with red trim with a matching top hat on his head, and in his hand he held a finely carved cane that he leaned on for support.

"Aye, the pleasure was all mine. I couldn't very well leave a defenseless young lass laying on the cold, hard ground now can I, lest the name of Scrooge McDuck be forever soiled." The duck said with a playful smile.

"Scrooge… McDuck?" Madoka said quizzically.

 _He's Donald's uncle… he traveled the worlds on a Gummi Ship with the King…_

' _Right, he's a relative of one of Sora's friends… so what's he doing here in Mitaki…_ ' It was then that she finally began to really take in her surroundings, looking around to see nothing but unfamiliar looking shops and buildings connected with pathways made from carefully placed stone.

"What? Wh-where…?" Madoka's thought was silenced once her eyes fell on a large, partially unconstructed castle in the distance. The sight of it made memories flood into her mind, and suddenly she knew exactly where she was.

"This is… Hollow Bastion."

"Ye be about half right." Scrooge said, Madoka returning her attention to him. "We did away with that awful name quite recently, it would be much appreciated if ye referred to this here town as Radiant Garden."

"Radiant… Garden?" Madoka repeated the name; it had a familiar ring to it, derived from a memory much fresher than the others, and thus there could be no doubt where she was. "But… but how? I was just in Mitakihara, how did I..?"

"Mi-ta-ki… Oh, I see now, yer from another world, aren't ye lass?" Scrooge deduced, Madoka's eyes widening in shock and confusion.

"What?"

"Do not fret, tis the same with me. I've come here to aid in the reconstruction of the town see, quite the lucrative investment if I do say so me self." He explained, though Madoka didn't quite catch what he said, a horrible realization dawning on her.

"I'm… I'm not in my world anymore?" She breathed with a look of utter shock and despair, the old duck returning her empty gaze was a concerned look of his own. "No… No, it can't be!" Madoka denied, reaching into her pocket and pulling out her cellphone. Her first instinct was to call home, or perhaps Sayaka, or Mami, but she quickly noticed that she had no signal. "It's not true, it's a lie!" She denied again as she attempted to activate her GPS, only for an error message to appear.

"What's the matter, lass?" Scrooge attempted to ask, Madoka's only response being to drop her phone and fall onto her knees.

Madoka had only felt this way once before, revisiting a faint memory of when she had first left Mitakihara with her family to move to America. She had been sad to leave all of her friends behind and terrified to start a new life in a country she knew nothing about, but she got through it because she had her family to support her. However, she now knew that those memories weren't real, and that this was most likely the farthest she has ever been from home, the farthest she could ever _possibly_ be… and this time, she was completely alone.

"Mama… Papa… Tatsuya… Sayaka-chan… none of them… none of them are here…" Madoka whimpered before she buried her face in her hands and began sobbing.

"Ah… now, now, there's no need to cry." Scrooge tried in vein to comfort her. The elderly duck made to offer her a handkerchief when suddenly four Soldier Heartless appeared and surrounded them.

"H-Heartless!" Madoka exclaimed, raising her tear stained face.

"Honestly, not ye ruffians again!" Scrooge said, shooting the creatures a defiant glare.

"We're surrounded…" Madoka observed, cowering on her knees.

"Aye, but not for long." Scrooge assured her with a confident smile.

Before Madoka could even wonder what he meant, she heard a soft ping come from off to the side, followed by another that was accompanied by the flash of a strange light that traveled on the ground around them. Just as two of the Heartless seemed like they would attack, they were both shot up into the air by a mysterious column of light, surprising Madoka as well as the other two Soldiers.

"Heh, heh, how do ye like that ye hooligans!" Scrooge taunted. "Come lass, now's our chance!" He said as he grabbed Madoka's hand and pulled her to her feet, dragging her off down the street that was once blocked by the disoriented Heartless. The rest attempted to give chase, but they two where impeded by the strange lights.

"That was…" Madoka struggled to place where she had seen such a thing before.

"That be the town's defense system." Scrooge explained as they ran. "The Heartless can be quite the problem here, so the lads at the Restoration Committee whipped that up to give folks like us a fightin' chance."

"Restoration…" Madoka's thought was cut off as two Soldiers suddenly materialized before them, blocking their path. Scrooge attempted to turn back, only for the other two to intercept them as well.

"This way!" Scrooge cried as he led Madoka down a narrow alley that the two small companions could just barely slip through. They came out the other end and continued fleeing, however Scrooge began slowing down, panting heavily with each frantic step he took.

"Are you ok?" Madoka asked in concern.

"My apologies lass, I'm not quite the duck I used to be." He lamented as he pressed on. "I must say, they be quite the persistent bunch, they usually give up the chase by now."

"They do?" Madoka said quizzically. "Then why…"

 _They'll come at you out of nowhere… So long as you continue to wield the Keyblade…_

'… _They're… they're after_ me _…_ ' Madoka realized as the hazy memory flashed in her mind. She looked at Scrooge as he struggled to keep up the pace, already slowing down to what would be a brisk walk for her. ' _Mr. Scrooge is in danger… because he's trying to help me._ ' Madoka suddenly stopped, Scrooge doing so himself when he felt her hand pull on his.

"What… is it?" He asked between pants.

"I…" Madoka began, but was cut off once the Heartless caught up and surrounded them again.

"Bah, go ahead, just try and come any closer, I'll give ye such a wallop!" Scrooge challenged, waving his cane at them.

However, the Heartless paid no mind to his threat, all four of them lunging forward to attack. Three where countered by the defense system, but one was left unhindered, it's claws outstretched to dig into the innocent old duck's chest.

"No!" Madoka exclaimed as she got between them, summoning the Keyblade and slashing straight through the Soldier's unprotected body, defeating it.

"Oh, well I'll be, yer a Keyblade Wielder!" Scrooge said in surprise before slumping down in exhaustion. "Why didn't ye just say so?"

"Uh, s-sorry." Madoka said with an apologetic bow.

Madoka quickly returned her attention to the fight, just in time to block a claw swipe from the second Heartless. The two remained locked as Madoka noticed the light of the defense system approaching. Almost instinctively, Madoka broke off the struggle and took a step back, and as the Soldier attempted to advance it was shot up into the air by the column of light, allowing Madoka to land a leaping upward slash and kill it. Once she landed on the ground she immediately rolled out of the way of the third Soldier's leaping kick and slash it in the back in retaliation. She then advanced on the last Heartless, her two slashes parried by its claws before she had to guard against a rotating kick. She leaped back and once again the Heartless was caught by the town's defense system, allowing Madoka to leap into the air and finish it with a downward slash.

Once the battle was over, Madoka took a deep breath to calm herself down before dismissing the Keyblade. She then returned her attention to the recovering Scrooge.

"Are you ok Mr. Scrooge?" Madoka said as she offered him a hand.

"Aye, don't ye worry lass, just a little tired is all." Scrooge assured as he accepted the hand and allowed Madoka to help him back to his feet. "It'll take more than just a light run to put down ol' Scrooge McDuck." Madoka couldn't help but giggle at the old duck's boast.

"Thank goodness, and thank you for helping me." Madoka said with gratitude.

"Bah, ye got it backwards lass, I should be the one saying thank ye." Scrooge protested. "But I must admit, if ye had just pulled out that Keyblade from the start it could have saved us both quite a bit of trouble." Madoka's face fell at the comment.

"Right, I'm sorry, it's just that…" She attempted to find the words to explain the complex range of emotions she currently felt. "I've never really been away from home before, let alone to a completely different world. And I don't even really know how I got here, so… I guess I just got scared." She hung her head in shame, a crestfallen look on her face.

"Oh my, ye found yer self in quite the pickle, haven't ye lass?" Scrooge said with sympathy. "Well, luckily for ye, I have a few friends that just might be able to help."

"Eh, really?" Madoka said, her face lighting up with hope.

"Heh, heh, of course, I'd be happy to introduce ye, they should be right over at that castle there." Scrooge pointed his cane up towards the tall castle in the distance. "However, the Heartless might give us some trouble along the way. Feel like yer up for it, uh… oh, I don't believe I ever caught yer name lass."

"Oh, my name is Kaname Madoka." The pinkette introduced herself with a polite bow. "It's very nice to meet you, Mr. Scrooge"

"Aye, the pleasure is all mine, Madoka." Scrooge replied with a joyful smile, Madoka offering one of her own.

* * *

"…Huh?" Sayaka suddenly jolted awake.

"…I've been having these weird thoughts lately. Like, is any of this real, or not?" Sayaka turned to see Madoka, sitting formally at the table in Mami's living room, a cup of tea half empty before her.

"Madoka?" Sayaka said quizzically.

"And I don't just mean the Heartless or the Keyblade; I've actually been thinking like this ever since I got back to Japan." Madoka continued, giving no heed to Sayaka.

"Oh yeah, you lived abroad for awhile, didn't you?" Mami recalled.

"I'm actually not to sure about that anymore." Madoka admitted.

"Whoa, whoa, hold a second, haven't we already had this conversation?" Sayaka interjected, recognizing the scene of Madoka explaining her troubles while they were hiding out in Mami's apartment.

"You see, ever since I came back I've been having these really strange dreams." Madoka continued as if Sayaka had said nothing.

"Hey, quite ignoring me!" Sayaka demanded as she stood up and glared at each of her friends, but Madoka just continued speaking, and the others just continued listening. "What the… what is this?"

"You really are a troublesome one, Miki Sayaka." Sayaka flinched at the cold voice before turning to see Homura, clad in her black feathery dress and wings outstretched behind her, leaning her back on the window of Mami's apartment.

"Transfer student?" Sayaka said with a quizzical stare and a defensive stance.

"I was able to watch this scene play out peacefully with the others, but it seems, as always, you insist on giving me trouble. Honestly, it's like the purpose of your entire existence is just to be a nuisance to me." Homura said with a tired glare as she approached the table and took a seat just a bit too close to Madoka.

"At first they were fuzzy, and I couldn't remember what they were about after I woke up, but recently…" Madoka continued her monologue without ever acknowledging Homura, even as she invaded her personal space and stared intently at her as she listened.

"…Wait, so is this…?"

"A memory, a recording of a past event simply being replayed in your mind." Homura confirmed, though her gaze was fixed solely on Madoka's troubled face.

"So… this is all in my head… _you're_ inside my head!?" Sayaka grasped her head between her hands at the horrific realization.

"Believe me, it is an unpleasant experience for _both_ of us." Homura quipped darkly, sparing Sayaka a momentary glance before returning her full attention to Madoka.

"…When I held that Keyblade it felt like I was that boy in another one of those memories… and that really scares me." Homura's face fell as Madoka said this, the devil girl reaching up and caressing the memory's cheek with her gloved hand.

"Oh Madoka," She cooed sadly before embracing the memory of the pinkette just as the room began to shake, Sayaka and the rest of the memory reacting accordingly. Yet, Madoka remained still in Homura's arms, as if shielded while the rest of the memory played out without her. "I still can't believe I let you suffer like this for so long. Just what have I been doing all of this time?" She began to choke up as she held the petit body in her arms tightly, pressing her cheek against Madoka's lovingly as she wallowed in her own self-pity.

"...You devil, quit using my memories to creep on Madoka!" Sayaka furiously demanded as she took the knocked over, broken teapot by the handle and charged forward with the full intent to smash Homura over the head with it. However, just as she was about to bring the shattered edge of it down, her arm was held back in a vice like grip, Sayaka shocked to look over and find Homura herself now standing behind her with her gloved hand clamping down on her wrist.

"Grr, you damn…!" Sayaka's curse fell as she attempted to kick her away, only to realize that she could no longer feel, or move, any part of her body. "W-What the… why…?" Sayaka desperately tried to command her body, but all she managed was the tiniest bit of trembling to anything she attempted to move. A chill ran down the blunette's spine, she could just feel Homura putting on an amused smirk as she let go of Sayaka's wrist and caressed the length of her frozen arm.

"It's ironic really, you were always the least competent of Madoka's friends, neither innately strong or intelligent, with a mental state that comes crashing down with even the slightest and most trivial of provocations." Homura's hand moved to cup Sayaka's cheek as her other rested on her shoulder, a tender embrace that served to only mock the blunette and her inability to escape the sickening position she was put in. "And yet, despite your total ineptitude, you are always the one that manages to give me the most trouble. Whether it is torturing Madoka with your own self destruction, or somehow finding the will to resist even though you can never truly stand against me." Homura's voice never went beyond a condescending whisper, but the tight grip on her shoulder and the cupping of her cheek turning into a violent grasp of her jaw betrayed her malice.

"…What are you even… talking about?" Sayaka inquired as she continued to struggle, with little to show for it. Homura let out a dark giggle as her grip on Sayaka softened. Just when Sayaka was beginning to feel some relief, Homura's hands suddenly turned into shadowy tendrils, ensnaring Sayaka.

"There was once a time when I had to waste a great deal of effort to handle the trouble you caused me, but now… now you're nothing more than a thorn in my side, persistent and annoying, but ultimately harmless." The room was engulfed by shadows, Homura's voice now coming from everywhere at once. Sayaka felt herself sink into the floor as she desperately struggled against her binds.

"I don't really get it, but… I'll never let you have your way, you… you devil!" Sayaka was suddenly silenced, completely submerged in the pit of darkness, sinking deeper and deeper, without any hope of returning to the surface.

* * *

The glow in Homura's eyes faded as she removed her hand from the bright blue Soul Gem that floated above Sayaka's unconscious body. With a subtle gesture of her hand, the crystal changed its shape in a flash of light, returning to Sayaka's finger as a silver ring. Lying next to her was Kyoko, followed by Mami and then by Nagisa, all sleeping peacefully as Homura suppressed their conscious minds.

Homura let out a disappointed sigh, she hated to admit it, but Sayaka was undoubtedly Madoka's best friend. She had hoped that the blunette might have picked up on something from this whole ordeal that the others hadn't, whether it be by virtue of being the closest to Madoka, or simply due to her delusional mind being able to grasp the situation in a way the more mature Mami or cynical Kyoko couldn't. But alas, she was just as useless as she's always been… her last option had failed.

She looked over at the landscape that should have been Mitakihara, the very earth torn asunder and flung every which way, the pieces lying in improper places and some even floating precariously overhead. The entire planet, nay, the entire universe had shared this fate, the fate of a teenager's bedroom when they were in a frantic search for something and cared not for the cleanup that would follow. As the devil stared at her handiwork, her lips began to quiver, her knees shook under her own weight, and tears eventually began to spill from her eyes.

"Where are you…? MADOKA!" She shouted, her desperate plea echoing all throughout the cosmos for all to hear, but no reply came. Homura fell to her knees and buried her face in her hands as she began sobbing, the weight of this horrible realization simply too much for her to handle.

"…I looked everywhere for you… I asked _everyone_ where you could be... You're not back with the Law of Cycles, but you don't exist in this world anymore, and… and only I know that you're gone! This… this is… THIS IS THE WORLD OF THE WRAITHS ALL OVER AGAIN!" Her cry alone nearly shattered her barrier, but she hardly cared, what good was a birdcage when the bird has gone and flown away.

She sobbed for what felt like hours, so much so that she failed to notice the slow approach of a certain mangled creature until it was right behind her. The moment she noticed the new presence she willed herself to stop sobbing, though her pain and desperation were far from gone.

"…I had thrown away my humanity, became the devil, and overthrew a god, all so that one girl could find happiness in this world." Homura forced herself back to her feet, wiping away her tears as she looked up at the starry sky. "Madoka, I'm sorry that I'm such a useless girl, but there is nothing that I wouldn't do for you. I'd even… rely on _them_ again." Homura summoned her Dark Orb, holding it out before her as a large pillar of dark, ominous energy sprang forth from a patch of grass behind her. The dark power, the curses of the world, flew up into the sky and scattered all around, entering new vessels of Homura's own choosing. Once the job was done, Homura dismissed the Dark Orb, grinding her teeth in frustration.

"Well? I've given you your voice back, that's all you said you would need, isn't that right? If so, then start talking, _Incubator_!" Homura demanded as she shot a glare over her shoulder at the patch of grass that moved ever so slightly.

Eventually, a long, white, fluffy tail peaked over the green blades before the rest of the animal stood up on all fours, stretching its body and letting out what seemed to be a relieved sigh.

"I must say the burden of all of humanity's curses sure is a heavy one, to think that just a year of discomfort could make me nearly forget eons of contentment." Kyubey mused, as it seemed to groom itself with its paw. Suddenly, the Incubator let out a gasp as a white, ornate table appeared below it, elevating it off the ground. Homura then appeared before the creature, slamming her hands on the white surface with a force great enough to shake the very earth beneath them.

"CEASE YOUR PRATTLING INCUBATOR!" She screamed in the creature's face with an infuriated look on her face. "I did not free you to listen to you vent your own frustrations!"

"I'm doing no such thing Akemi Homura, I'm simply stating an intriguing fact." Kyubey defended, completely unfazed by Homura's ire. "You should know better than anyone that I am incapable of such a thing as frustration." Homura clenched her teeth together in a furious scowl before reluctantly backing off, knowing that threats and violence were pointless against the little monster. "Now then, am I correct in assuming that this is about Kaname Madoka's disappearance from this world?" It inquired, Homura trying her best to remain composed.

"…You said that you know things about what happened tonight. About those monsters, and that key shaped sword." Homura stated in her typical icy tone.

"Ah yes, the Keyblade." Kyubey recalled. "I must say I was very surprised to see it end up in the hands of Kaname Madoka, but I suppose I would be mistaken holding her to the same standards as an ordinary human." Homura's fists tightened as she listened to the Incubator muse to himself. Kyubey seemed to notice this, and let out a sigh. "You really don't have any patience, do you Akemi Homura? But regardless, I'll tell you what I know if you think it will help." It stated, much to Homura's subtle surprise.

"Really? Just like that?" Homura said, clearly skeptical.

"While some may have take this opportunity to make demands, I understand that you would never follow through on any promises you make to me. In fact, I'm certain that the moment we are through conversing you will force me back into submission." Kyubey replied.

"Then why?" Homura demanded.

"You forget Akemi Homura, the protection of this universe is the ultimate goal of us Incubators, and at the moment you are the only one capable of countering the forces at play here, so I am more than willing to offer my assistance." Kyubey explained, but it did little to calm Homura. In fact it irritated her all the more, this wolf in sheep's clothing acting as if it were the lesser of two evils.

"Now then, where to start?" Kyubey wondered, rubbing its cheek with its paw, an action that at one point she might have considered cute. "Tell me Akemi Homura, are you familiar with the concept of… parallel worlds?"

* * *

Madoka let out a loud huff as she slashed through the last Shadow blocking her path; she had fought her way through the Restoration Site and had finally made it to the Postern, the entrance to the castle in plain view.

"Whoa…" Madoka breathed as she took a moment to admire the castle. It looked much bigger up close, and despite clearly being under construction and renovation, it still made for an impressive sight that few things in Mitakihara could match.

"Aye, ye should have seen it in its heyday, quite the marvelous sight." Scrooge said, following close behind her. "Still needs a bit of fixin' up before I can really recognize it." Madoka looked over to find the elderly duck looking up at the structure with a distant look in his eyes, no doubt remembering a time that is only a distant memory now. Scrooge noticed Madoka's gaze and awkwardly cleared his throat.

" _But_ , it's still serviceable. Come along now, my friends should be right inside." He said, beckoning her to follow as he waddled his way to the entrance.

"Oh, right." Madoka complied, sparing the castle one last look before following Scrooge's lead.

"Stay close now lass, we don't want ye getting lost now do we." Scrooge said as they entered the castle. Turns out the old duck wasn't just teasing; what awaited them inside was a series of long and empty corridors, for each path Scrooge led them down, there were three others they ignored. It was a regular maze if Madoka ever saw one, and she didn't like her chances traversing it alone.

Eventually, their trek led them down one last corridor, at the end of which was a large, ornate door that was slightly ajar, letting the light that illuminated the room spill into the hallway. Madoka could also faintly hear the sounds of people talking on the other side, and as they got closer the voices began sounding rather familiar to her. With a slight huff, Scrooge pushed the door open, leading Madoka into a brightly lit room that clearly hadn't seen use in quite some time. There were books and notes scattered all about, with charts and figures hanging on the walls that Madoka couldn't even begin to hope to understand. However, what caught her eye the most were the three people that crowded around a large desk in the center of the room. All three of them where far too busy looking over and discussing some paperwork on the table that they hadn't even notice the two newcomers enter.

"Hello, anyone home?" Scrooge said as he knocked on the door, finally gaining the trio's attention.

"Oh, Mr. Scrooge, good afternoon." Replied a mature looking girl with a kind smile. She was fairly tall with pale skin, bright green eyes, and light brown hair tied in a braid behind her head.

"What brings you by the castle?" Another girl, younger and shorter than the first, asked with a cheerful smile. He wore primarily black, an outfit that seemed to champion mobility over anything else, and her casual greeting to the duck decades her senior suggested a laid back attitude.

"If this is about the payment…" The third and only male of the group spoke up, wearing a stern expression that complimented his serious tone. He was the tallest of them, and the most imposing; wearing primarily leather with a scar painted across his face that completed the intimidating look he seemed to go for.

"Bah, don't ye worry about that lad, I know yer good for it, but I will be needin' it by the end of the month, or else I'll be forced to charge ye interest." Scrooge affirmed.

"Of course, thank you again for being so understanding." The man replied with a respectful bow of the head. His face softened an infinitesimally small amount, but the slight relaxing of his posture showed his relief and gratitude. "Things have been pretty busy up here lately."

"Aye, that I know, which is why my visit may not entirely be welcome." Scrooge admitted, much to the trio's concern. "I've come askin' for a favor. Ye see, this here lass with me, Madoka be her name, she came here from another world and tells me she has no clue how or why." Scrooge explained, Madoka shying away from suddenly being made the center of attention.

"Oh dear." The first girl gasped.

"And that's not all. She also has herself a Keyblade, those bloody Heartless are drawn to her like moths to a flame, and she's hardly in the right mind to be fendin' them off all by herself in a strange town she knows nothin' about."

"Yikes, talk about a rough day." The younger girl said with sympathy.

"My thoughts precisely. I know ye lads and lasses are swamped, but I thought if anybody could help, ye could." Scrooge stated almost pleadingly. The two ladies shared a concerned glance before turning to the man, meeting their gaze before going into a thoughtful expression.

"…We'll do what we can." He said.

"Aye, please do." Scrooge said with an appreciative nod of the head.

"Um, i-if it's really too much trouble…" Madoka began, but was cut off when the girl in black leaped over the desk and trotted up to her.

"Don't be silly, helping out people in town is part of our job, and that includes visitors." She insisted, her smile never wavering. "Your name was Madoka right, nice to meet you, I'm…"

"Yuffie…" Madoka interrupted, the girl freezing as she offered the girl a hand to shake. "You're… the great ninja Yuffie, right?"

"Uh, y-yeah, that's right." Yuffie replied, letting out an awkward chuckle in a horrible attempt to mask her surprise. "And that over there is…"

"Aerith," Madoka beat her to the punch yet again, referring to the other girl that still stood by the desk. "And that's Leon. You're the Hollow Bastion Restoration Committee." She stated. The trio all looked to Scrooge, who only shrugged his shoulders and shook his head in denial.

"Uh, sorry, have we met before?" Yuffie inquired with a confused tilt of her head.

"I-I, um… no, but…" Madoka immediately lost her composure, covering her mouth and stuttering for an answer. She honestly couldn't help it, the moment she saw them the memories just came flooding back, and she just couldn't keep herself from blurting out their names as if she were proving to a few old friends that she still remembered them.

"Then, how do you know our names?" Aerith asked in a soft, almost motherly tone, while Leon just crossed his arms and gazed at her with what could have either been interest or suspicion.

"That's…" Madoka struggled for an answer, but she honestly didn't know where to start. It was hard enough to explain things to her four closest friends, but it was another thing entirely to pour her heart out to people that were somehow both old friends and total strangers.

"You three are… friends with Sora, right?" Madoka said, nervously fidgeting with her skirt. "Well, that's how I know you, Sora has some very precious memories with all of you."

"Sora?" Aerith said quizzically.

"Memories?" Yuffie said with a confused head tilt.

 _So, this is the key…_

Once again Sora's memories came the rescue. Madoka gazed down at her hand with slight apprehension before reaching out and summoning the Keyblade, garnering an immediate response from the others.

"That… that Keyblade!" Yuffie exclaimed.

"It can't be." Aerith said in disbelief. With not so much as a gasp of surprise, Leon just walked up to Madoka and gave her a stern look.

"Maybe you should start from the beginning." He suggested, though his imposing figure made it difficult to refuse even if she wanted to.

"R-Right…" Madoka agreed, clutching the Keyblade with both hands to her chest.

She went on to recount her tale; she spoke of Sora's memories that have been plaguing her for close to a year, she told them of the Heartless that suddenly attacked her home and how she managed to fight them off with the Keyblade, and finally she spoke of her classmate, Akemi Homura, a girl who turned out to be the literal devil that had been toying with her and her memories for who knows how long.

"And then, I was swallowed up by this bright light, and the next thing I know, I'm here in Hollow- I mean, Radiant Garden."

"I take it that's when I found ye lying on the ground in the middle of the Marketplace?" Scrooge deduced, Madoka giving him a nod of confirmation. She looked back to the others, all wearing thoughtful looks, as they took just a little too long to process Madoka's story.

"You don't believe me, do you?" Madoka accused as her gaze fell to the floor. "That's ok, I know it's really hard to believe, I can hardly believe it myself…"

"Oh, we believe you alright." Yuffie casually rebuked, much to Madoka's surprise. "In fact, it's not as strange to us as you might think."

"What?" Madoka said quizzically.

"It's just like you said, Sora is a very dear friend of ours, but you see… up until recently, we had all completely forgotten about him." Aerith admitted, her kind smile slowly turning into a sad frown.

"Eh? You… forgot him?" Madoka said in disbelief.

"That's right, none of us could remember him for a whole year, until just right before he came back into our lives." Aerith confirmed with a guilty look on her face.

"And that's not all, apparently Sora had been asleep for that entire year, and when he woke up he couldn't remember anything from after his battle with Ansem." Leon added.

"So yeah, Sora and mysterious memory shenanigans kind of go hand in hand around here." Yuffie proclaimed to Madoka.

"Oh, I see." She said, her simple reply thinly veiling her relief.

' _So it's not that crazy after all._ ' She thought.

"So if I'm followin' all this correctly, yer all saying that what's happenin' to Madoka here has something to do with what happened to ye lot?" Scrooge interjected.

"Maybe." Yuffie said with a casual shrug of her shoulders.

"The timelines match up a little bit too well to just be a coincidence." Aerith stated.

"That maybe so, but it's one thing for us to lose our own memories, and another thing entirely for this unrelated girl from some distant world to suddenly have somebody else's." Leon countered.

"Well, what about that devil girl Madoka mentioned, if she's powerful enough to play puppet master for an entire world maybe she's also the one behind what happened to Sora, and to us." Yuffie suggested.

"Um, I don't think that's right." Madoka spoke up, everyone returning their attention to her. "It's true Homura-chan admitted to messing with my memories, but when I mentioned Sora she got really confused and upset, so I don't think she knows anything about him, or you." She explained, the others pondering this new information.

"Ugh, this is starting to make my head hurt!" Yuffie complained. "And we haven't even started thinking about how Madoka can use Sora's Keyblade!"

"Well, one thing's for sure, just standing around scratching our heads about it isn't going to get us anywhere." Leon said.

"Well, maybe not _you_ lad, but I believe there are others in yer company that are better suited to the task, wouldn't ye agree?" Scrooge proposed, everyone politely ignoring the subtle jab at Leon's expense.

"Hey yeah, they could probably figure this out better than we can." Yuffie agreed.

"Let's go ask them." Aerith said, Leon only offering a nod of agreement.

"Uh… them?" Madoka asked.

"You'll know them when you see them." Yuffie assured.

Madoka watched as Leon stood before a bare part of the wall, placing his hand on a seemingly arbitrary spot that began glowing just a moment later. Suddenly, the glow expanded, before fading away to reveal a new, metallic hallway, much to Madoka's surprise.

"Right this way." Leon ushered as he proceeded into the hidden passage.

"R-Right…" Madoka said sheepishly as she followed him, Yuffie, Aerith, and Scrooge bringing up the rear.

The metallic hallway soon gave way to a glass floor, holding them up in an enormous open room, the walls lined with countless strange pods that seemed to be filled with a strange, liquid energy. Madoka gawked at the magnificent room, obviously some sort of factory or assembly line, with mysterious tools and equipment strewn about that she could only guess at the function. There was no memory that came to explain its purpose, but the sinking feeling in the pit of her stomach told her that it wasn't a place to be admired. Leon guided her to what seemed to be some sort of control room, as on the front wall was an advanced looking computer terminal seated underneath a large window that allowed one to see the entire facility. On the opposite side was a large complicated looking device that took up most of the wall, surrounded by various screens that showed readouts that Madoka couldn't possibly hope to understand.

However, it was the sound of furious tapping and irritated grumbling that brought her attention straight to the terminal, where two men were huddled around the screen as one typed on the keyboard.

"Hmm, maybe… nah, that ain't gonna work…" The younger of the two men said as he typed in codes into some sort of program on the computer.

"Perhaps we could try _this_." The second man said as he reached over the other's shoulder and typed some things in.

"You old coot! We already tried that!" The younger man exclaimed as he furiously shoved the older man's hands away.

"Well, third time's the charm, as I believe the saying goes." The older man replied with a pretentious wave of his finger.

" _I can assure you that the probability of that succeeding hasn't increased since your previous attempt._ " A third, almost artificial sounding voice said from the speakers of the computer.

"Ya see! Even the computer knows you're full of it!" The younger man chastised.

"Why I never…!" The older man said, clearly insulted.

"I hope we're not interrupting somethin' now, are we?" Scrooge spoke up, gaining the duo's attention and giving Madoka a chance to get a good look at them.

The one sat at the computer was a gruff looking man with short blond hair and some slight stubble on his chin, he wore a pair of goggles on his forehead and had a long toothpick hanging from his mouth, she couldn't help but think of Kyoko and those pocky she loved to snack on. The other was a significantly older man with a long white beard and a pair of round-rimmed glasses resting on his nose. He wore a long blue robe with a matching tall pointed hat and carried what seemed to be a finely crafted but otherwise ordinary looking stick.

"Oh, well if it isn't Mr. Scrooge, how are you old chap?" The elder of the two said, his mouth hidden by his beard but the wrinkles in in his face and bright look in his eye said that he was smiling.

"Please tell me you're here to take this loon off my hands." The other man griped almost playfully, to which Scrooge let out an amused chuckle.

"No, I'm afraid not, but it's good to see you three getting along as usual." He replied, the two men trading a look with before turning away from each other with a hostile grunt.

" _Your assessment of our relationship is severely inaccurate._ " The computer voice stated, apparently missing the sarcastic nature of the comment.

"Alright fellas, you can be at each other's throats later, right now we've got a job for you." Yuffie said.

" _Great_ , add it to the list and we'll get to it when we get to it." The blond man said with clear disinterest as he attempted to return to his work.

"Sorry, but I don't think this one can wait." Aerith said as she guided Madoka forward by her shoulders.

"Hmm? Who's the little pink gal?" The blond man inquired, Madoka shifting awkwardly under his gaze.

"This here's Madoka, she's a girl from another world." Yuffie introduced. "Madoka, this is… well, you probably already know, don't you?" She said with a knowing smile. Madoka flinched a bit at the accusation, but she couldn't deny it as she took another look at the aging duo.

 _Don't call me gramps! The name's Cid!_

"You're Cid," Madoka said to the blond man, a surprised expression appearing on his face. "And you're…"

 _Are you… A Heartless?_

 _Oh, my. No. My name is Merlin._

"…Merlin the Wizard, right?" She said to the elderly man, who certainly seemed like an old wizard if she ever saw one.

"…Well shucks little lady, you some kind of mind reader or something?" Cid inquired.

" _Unlikely. A more plausible explanation is that you have encountered each other before, and you are simply unable to recall her._ " The computer voice suggested.

"You calling me stupid you pile of ones and zeros!" Cid barked at the screen.

"I believe he is calling you forgetful rather than stupid." Merlin clarified.

" _Affirmative._ " The computer confirmed.

"Why you..." Cid growled in annoyance.

"That voice…" Madoka spoke up, finally recognizing the computer generate words.

 _My name is Tron. I'm a security program._

"Tron?"

" _…Fascinating, unlike these users, I can say with absolute certainty that this is our first encounter, and yet she is somehow aware of my identity. Perhaps she_ can _divine information with nothing but her mind._ " Tron mused with great interest.

"It's a long story, but the short version is this girl has some of Sora's memories crammed inside her head, and her own are completely out of whack." Yuffie explained.

"Not to mention she can summon Sora's Keyblade and is essentially stranded in a town with no shortage of Heartless." Leon said.

"My word! That _is_ quite the problem." Merlin replied.

"And ain't it just fittin' that Sora's involved, I swear that kid loves his memory hocus pocus." Cid commented with a look that was a mixture of annoyance and nostalgia.

"I know we've been asking a lot of you three lately, but if you could please help her…" Aerith pleaded.

Madoka's gaze hit the floor, a troubled expression crossing her features as she thought about how much of an inconvenience she was being. Even without Sora's memories all Madoka had to do was take a good look at the dilapidated town to see that they had better things to do than help a total stranger with such a complicated problem. However, she also knew that any protest on her part would just fall on deaf ears, and so all she could do was stand there and feel guilty.

"Say no more my dear, we're on the case." Merlin happily assured. "In fact, I believe we have just the thing for this very predicament, wouldn't you agree?" He turned to Cid, their previous animosity nowhere to be found as the blond man gave him a knowing nod.

"That we do, just have the little lady step on forward while Tron and I get it up and running." Cid instructed as he cracked his fingers and began typing away at the keyboard yet again.

"Right this way, dear." Merlin said to the pinkette with a beckoning hand.

"Uh, right." Madoka said as she quickly trotted up next to the old wizard.

"Stand right here please, eyes forward, back straight, arms out, feet together." Merlin stated as he gently helped Madoka get into the proper position before stepping back.

" _I have all of the necessary protocols ready and waiting. Launch the start sequence whenever you're ready._ " Tron stated.

"Get ready now, this'll tickle just a bit." Cid warned as he punched in one last sequence of code and hit enter.

Madoka spared him a concerned gaze over her shoulder before the large device on the opposite wall flashed to life. A bright light shown from the red, circular center, and before Madoka could question it a small beam shot out from the device onto her. The laser traveled all over her body, Madoka trying her best not to squirm as it felt like each particle of her body was being thoroughly examined, though the dreaded "ticking" sensation only lasted for the millisecond that the laser passed over any particular part of her body. As Madoka attempted to remain still, new data was being processed on the screen of the computer, Cid and Tron making small adjustments to the beam as they felt necessary.

"Wait a second, is that…?" Leon said as he looked over Cid's shoulder at the compiling data.

"Yep, you guessed it, this here's some kind of program meant to translate the stuff in folks hearts into data." Cid explained.

" _My user, Ansem the Wise, devised this program to aid in his research. However, after this "Xehanort" took over the system, it was discarded in favor of more… intrusive methods._ " Tron elaborated further.

"It ain't perfect, heck Merlin needed to spruce it up a bit with his magic just to get it working again, but it'll at least give us a picture of what's going on in that heart of hers."

"My… heart?" Madoka said quizzically just as the beam disappeared, allowing Madoka to relax her posture.

"That's right, your heart." Aerith said, placing her hand over her own chest. "The part of you that makes you who you are. It's what allows you to feel emotions, and what holds your memories."

"Plus the heart is a pretty big deal when it comes to using a Keyblade; can't even wield one without a strong heart." Yuffie added.

"Strong?" Madoka mused, placing her hand over where the organ should be. "Then I guess there really is something wrong, there's no way someone like me can wield the Keyblade."

"Aww come now, don't be sayin' that lass, ye looked mighty fine wielding it out there in town today." Scrooge argued, waddling up to her.

"Sure I can do it if I'm in danger, or someone is pushing me, but when it really counts…" Madoka's face fell as she recalled how she couldn't bring herself to face Homura. Despite having just defeated such a powerful Heartless, despite her loved ones being in danger, she found herself rooted to the ground, Keyblade shaking in her grip, unable to raise the mighty weapon against the devil girl. No, instead she ran, leaving her home to the machinations of an obsessed tyrant, if that wasn't the marking of a weak heart, she didn't know what was. "…Sora wouldn't have run away from her."

Aerith and Yuffie traded a concerned look with Scrooge, but before anything else could be said, the trio of men crowded around the computer all let out shocked gasps.

"Goodness gracious, that can't possibly be correct!" Merlin exclaimed, adjusting his glasses as if they were playing tricks on him.

" _I'm afraid it is, I've compiled the data multiple times to be sure._ " Tron replied, equally as shocked.

"How is that possible?" Leon mused, crossing his arms in contemplation.

"Is something wrong?" Madoka asked nervously.

"Well, something certainly ain't _right_ , I'll tell you that much." Cid replied as he continued stroking keys, trying to make sense of what he was seeing.

"Well, don't leave us in suspense now Cid, what's the matter?" Scrooge insisted.

"See for yourselves." Leon said as he stepped to the side, allowing the rest of the group to look over Cid's shoulder and watch him sift through line and line of code. After a few moments of coding, a strange graph appeared on the screen. It was vaguely shaped like a heart, though it was somewhat hard to tell as most of it was comprised of a strange, dark, pixelated color that made the whole thing unpleasant to look at.

"Well, that definitely doesn't _look_ good." Yuffie said as she drew her face closer to the screen and squinted at the image.

"What is it?" Aerith asked, failing to make heads or tails of the graphic.

"This, I'm afraid, is a graph representing the data that we found in young Madoka's heart." Merlin replied.

"Ehh!? T-That's… my heart?" Madoka stammered, clutching her chest as she stared at the ominous picture on the screen.

"It's supposed to be anyway," Cid said as he once again attempted to clean up the data. "What in sam-heck did a sweet little girl like you do to end up with so much darkness in your heart?"

"Darkness?" Madoka said with a quizzical tilt of her head.

"Wait, are you saying that all of _that_ is _darkness!?_ " Yuffie exclaimed, pointing incredulously at the dark haze that comprised most of the graph.

"I suppose now you can see why we're so concerned." Leon stated, stepping forward and giving Madoka a stern look. "With that much darkness, it's baffling that your heart is still in one piece."

 _If one such as you, Donald, yields to the darkness in their heart, they too will become a Heartless._

 _Awww…_

"So, am I… going to become a Heartless?" Madoka asked, looking up at Leon frightfully.

" _The fact that you haven't already is what has us so baffled._ " Tron spoke up from the terminal. " _Ansem the Wise, as well as Xehanort, kept extensive logs of their experiments on the Heartless, and from what I can tell such an extreme concentration of darkness should be more than enough to trigger the transformation._ "

"Not to mention that the darkness doesn't seem to be spreading at all, and that just goes against the very nature of darkness itself." Merlin added as he fixed his inquisitive gaze on the screen.

"So, what does it all mean?" Yuffie asked.

"Can't really say honestly." Cid lamented with a shrug of his shoulders. "That graph there is just a basic picture, to really get to the bottom of this we'll actually have to take a look at the raw data."

"How long will that take?" Leon inquired.

"Not long, but it won't exactly be the most exciting thing to watch." Cid replied.

"Alright, we'll leave you to it…" Leon began before the loud blaring of an alarm cut him off.

" _Please_ tell me that's not what I think it is." Yuffie pleaded.

"Dagnabbit! We don't have time for this!" Cid cursed as he hunched back over the terminal and began typing, shutting off the alarm in the process.

"What's going on?" Madoka asked.

"We're about to be attacked." Leon replied, ignoring Madoka's shocked reaction as he stepped forward to examine the terminal screen. "Is it the same one?" He asked Cid as a map appeared on the screen. On the far end of it, in a vastly empty looking space, a large Heartless symbol appeared, followed by numerous small red points.

"Sure is, and it's brought its posse like always." Cid replied, Leon's gaze narrowing in what seemed to be agitation.

"Are those…?" Madoka asked, but already knew the answer.

"Yep, Heartless." Yuffie confirmed with a hint of indignation in her voice.

"For the past few days, a large Heartless has been appearing in the Great Maw outside of the town, always with an army of smaller Heartless in tow." Leon explained.

"Always? Then, why haven't you defeated it?" Madoka inquired.

"Believe me, we've tried." Yuffie sighed in exasperation.

"Is it… really strong?" Madoka questioned further.

"Not quite, it is not the power of the Heartless or its minions that make it a nuisance, but rather its… demeanor." Merlin corrected.

"So… it's _not_ strong?" Madoka said quizzically.

"The big fella ain't nothing to sneeze at, don't get us wrong, but the thing is the moment we pin the sucker down, it runs away, only to come back the next day." Cid said.

"So yeah, it's more of an annoyance than anything else." Yuffie insisted. "But the weird thing is it already came today, so why is it back so soon?" The girl wondered, the rest of the group silently pondering the same thing.

"Hmm, yet another mystery it seems." Scrooge said as he rubbed his bill and tapped his webbed foot in contemplation. Madoka glanced over at the old duck, recalling their meeting, and their earlier encounter with the Heartless.

"…It's me." Madoka practically whispered, but it was enough to gain the group's attention. "I used the Keyblade in town, it knows that there's a Keyblade wielder here. It… it's my fault." She whimpered as she began visibly shaking.

"No, no, it's ok, it's probably just a coincidence!" Yuffie said in a frantic attempt to keep her from crying. "And even if it isn't, it's no big deal, like we said it's more of a hassle than anything else."

"Don't worry, we'll deal with it just like we always have, you just focus on solving your own mysteries, ok." Aerith assured as she put a comforting hand on Madoka's shoulder. She wiped away the tears that threatened to spill from her eyes and gave Aerith a single nod in response.

"Cid, is there any chance that it's ready yet." Leon inquired, returning everyone's focus to the task at hand.

"Sorry Leon, but we just can't get it working." Cid lamented with a regretful shake of his head.

"Get what working?" Madoka said curiously.

"We've been trying to adjust the town's security system so that it could possibly prevent the large Heartless' escape by trapping it in the Great Maw." Merlin explained.

" _Unfortunately, every configuration we've tried so far leaves the rest of the town defenseless._ " Tron added.

"Is that what you were working on before I came here for help?" Madoka guessed. Her gaze falling once again as the trio awkwardly avoided giving a straight answer.

"Hey now, didn't we just get through telling ye not to go blaming yerself for this, lass?" Scrooge stated in a pseudo stern voice.

"But if they hadn't wasted time helping me, or if I hadn't come here in the first place, then…"

"It doesn't matter." Leon cut her off. "The problem is here so we have to deal with it, and wasting time debating whose fault it is won't solve anything." He insisted, Madoka shying away under his gaze. "Come on Yuffie, we better get out there before they get too close to the town."

"Alright, let's get this over with." Yuffie sighed in frustration.

"You three stay here and look through Madoka's data, see if you can figure anything out." Leon instructed the rest, much to Madoka's shock.

"You got it, Leon." Cid replied as he and Merlin immediately got to work.

"We'll be back in a flash." Yuffie said with a playful wave of her hand as she and Leon made for the door.

' _Why is it always like this._ ' Madoka thought, her gaze falling to the floor again. ' _Even in a completely different world I'm always causing trouble for people. Why… why am I so useless…_ '

 _We were hoping the three of you might give us a hand around here._

 _Like we're gonna say no._

"Wait!" Madoka cried just before Leon and Yuffie could sprint out the door. "I… I'm coming to!" She declared, much to everyone's shock.

"Uh… thanks for offering, but really, we can handle it." Yuffie insisted, clearly skeptical of Madoka's competence on the battlefield. Not that anyone could blame her; the small pinkette was often mistaken for a grade schooler in her own world, and the adorable way she attempted to maintain her composure in the face of the rejection didn't exactly help her case.

"I… I know you said not to blame myself for this, and I won't if you really don't want me to, but… you all took the time to help me, even though you had much more important things to worry about." She said, sparing each and every member of the restoration committee a look of sincere gratitude. "I wouldn't be able to forgive myself if I didn't at least try to help you in return. So please, let me help to!" She pleaded with a deep bow, her hands formally folded together before her. The restoration committee all traded concerned looks, all except for Leon, who simply stepped forward to stand before the groveling girl.

"The Heartless have great fear of the Keyblade." He stated, Madoka standing up right to meet his stern gaze. "It's why they are always attacking you, as a Keyblade Wielder you are a threat to them, and so through pure instinct they will stop at nothing to get rid of you." He continued, his voice never leaving the realm of a stern lecture. "Which is why you're probably our best bet at putting an end to this." He added, Madoka letting out a surprised gasp at the thought. "If you go out there with us, the leader is going to want to eliminate you just like any other Heartless, and it won't stop until the job is done."

"Which means… if Madoka fights it, it won't try to run away!" Yuffie said in realization. "That might actually work! But…" Yuffie's enthusiasm for the idea dropped the moment she saw the linchpin in the plan struggle to meet Leon's gaze.

"Aye, is the lass really up to the task?" Scrooge mused out loud, the rest of the committee having similar thoughts.

"Our priority is protecting the town, so while Yuffie and I take care of the small fry, you'll have to fight the leader, _alone_." Leon warned, the new information clearly having a troubling effect on Madoka. "So, knowing all of that, do you still want to tag along?" He asked, crossing his arms as he awaited her answer.

Madoka struggled to answer, the danger of the mission weighing down on her resolve. She fidgeted with her skirt, realizing for the first time that all of her battles up to this point had truly been life or death, and this one would be no different. Part of her wanted to take back her offer, to let Leon and Yuffie deal with the problem as they said they always have, but another part, a louder, stronger part, told her not to back down. After all, she had defeated a giant Heartless before, and it was in fact Leon's advice to Sora that allowed her to save her world. She wanted to repay them, and if this was the only way how, then so be it.

Madoka lifted her head to meet Leon's gaze, and with her eyes radiating with determination, gave the man a silent nod. The corner of Leon's mouth just barley tilted upwards in what could possibly be considered a satisfied smile before he turned his back to the girl.

"Alright, let's get going then." He said as he made his way to the door.

"R-Right!" Madoka said as her determined gaze softened into a look of content.

"Now hold on there just a moment." Merlin spoke up, gaining Madoka's attention as the old wizard approached her. "Forgive me for the delay, but I could not help but notice that none of the data we collected from you mentioned anything about your proficiency in magic."

"Huh? Magic…?" Madoka said as she pondered the thought. Of course she knew magic existed from Sora's memories, but somehow the idea that she could cast magic seemed… strange. She thought about what it would be like, causing small fragments of memories to bubble up to the surface. They were foggy at best, and indecipherable at worst, and eventually they all just faded back into Sora's memories of magic, leaving Madoka with a now all too familiar feeling that she was forgetting something.

"I figured as much." Merlin said with a chuckle, sensing her uncertainty. "But if you are to go to battle, I believe you could benefit from knowing a spell or two." He paused as he held out his hand, a cold breeze suddenly blowing past Madoka as small flakes of snow began accumulating in the wizard's palm before coming together to form a crystal snowflake. "Here you are then, the Power of Ice, with this you will be able to cast Blizzard magic." Merlin stated, much to Madoka's shock and awe.

"R-Really? I can use magic?" Madoka said in disbelief.

"Of course ye can, the Keyblade is an excellent conduit for castin' magic, better than any wand I dare say." Scrooge encouraged. "Ye handle the weapon well lass, but more variety never hurt anyone."

"Well, go on, take it." Merlin urged as he held the power out for her.

Madoka hesitantly reached out and let Merlin place the crystal in her hand. The moment it exchanged owners, it faded into a light blue glow that suddenly fazed into Madoka's chest, the pinkette suddenly feeling the surge of Magical Power. If was an incredible feeling, and yet it seemed… different than how she expected it to feel. Not bad, in fact quite the opposite, somehow she expected it to be much less pleasant, and was thus rather relieved.

"Thank you very much, Merlin-san." Madoka said with an appreciative bow, which Merlin returned with a nod and smile of his own. Madoka let out a slight yelp as Yuffie gave her friendly pat on the back and offered her an assuring thumbs up. Madoka returned the gesture with an appreciative smile, the rest of the committee offering last minute well wishes before the two girls followed Leon out the door.

* * *

Leon and Yuffie led the way back through the Bailey and out to the Ravine Trail, Madoka nearly halting as she marveled at the vast chasm before her. A memory flashed into her mind of Sora himself gawking at the sight of the ravine filling with hundreds upon hundreds of Heartless, the boy brandishing the Keyblade and going on to mow down the incursion with ease. She felt a moment of panic, is that what she was walking into, is that what Leon and Yuffie expected of her. However, she quickly banished those thoughts from her mind, reminding herself that she wasn't to be concerned with the army, but its single leader.

Madoka increased her pace to try and close the distance between her and the others as they led her down through the jagged trail. They made it about halfway down before a group of Heartless suddenly appeared to bar their path. Among the usual Shadows and Soldiers, there was a new Heartless that Madoka had never seen before, it very thin and clad in silver armor, the helmet visor ajar revealing the round black head and typical yellow beady eyes; the Armored Knight.

The new Heartless brandished a sword in its left hand, completely ignoring the older opponents to lung towards Madoka, the girl just barely being able to summon the Keyblade in time to clashed her weapon with the opposing one. She struggled to stay standing as the Armored Knight pushed its blade down on Madoka's with all its strength, locking her in place as two Soldiers and two Shadows came around to flank her. However, just as they were about to attack, a giant shuriken came spinning out from seemingly nowhere, cutting down the four Heartless before Yuffie appeared next to them in a puff of smoke. She caught the weapon out of the air and slashed at the Armored Knight, making it stagger enough for Madoka to break the lock and retaliate with a forward thrust with the Keyblade, defeating it.

Unfortunately, the moment it was gone, four more Armored Knights appeared to take its place, along with six Shadows to back them up. Madoka quickly blocked a swing from one of the Armored Knights, making it stagger back enough for Leon to cut it down with his large Gunblade, a the following two meeting the same fate when they approached the brooding swordsman.

"This is where we leave you Madoka!" Yuffie said as she suddenly appeared next to her, blocking an attack from a Shadow.

"Ehh! But…!" Madoka began to protest.

"We have to hold the line here, you just go on ahead and take out the leader!" Leon instructed as he cleared out the remaining Heartless in a single, wide swing of his blade.

"…Ok!" Madoka said with a determined nod before running passed Leon down the trail.

She heard the familiar sound of Heartless appearing behind her, sparing a glance over her shoulder to see Leon and Yuffie engaging a hoard of Soldiers. Part of her wanted to go back and help, but she knew the two of them were leagues above her in strength and skill; they would be fine without her. Instead Madoka focused on getting to the Great Maw, platoons of Heartless appeared all along the trail, but Madoka only blocked, dodged, and parried any that came her way, just enough to clear a path for her to take. Eventually, she managed to get to the Crystal Fissure unharmed, the moment of rest from the attacking Heartless giving her a chance to admire the bright, shining crystals that adorned the walls of the small gap in between the stone.

"Wow~, so pretty… Ah! No, no, no, I have to focus, Leon and Yuffie are counting on me!" Madoka scolded herself, deciding to use the moment of respite to check on her inventory. "Only two potions left… I hope that'll be enough." She returned the bottles to her pocket, looking towards the other end of the figure that led to the Great Maw. There was nothing in sight, but that was to be expected when dealing with the Heartless, Madoka knew that moment she stepped out into the open she would be attacked, and then there would be no turning back.

She took one last deep breath to steel herself before finally walking out of the fissure and out into the flat barren waste that was the Great Maw. In the distance she could see the ruins of another castle, so far away that each step she took didn't seem to bring her any closer to it, intensifying the feeling of dreadful isolation she was feeling. She stopped once she was a good ways out into the open, a light breeze blowing through the canyon as Madoka waited for the inevitable ambush.

"Ok! I'm here! You came back for me, didn't you!?" Madoka cried, her own echo being her only answer. However, not a second later, the breeze began to pick up slightly, the cool air suddenly turning into a wave of heat.

"Ugh, so… hot." Madoka complained before the wind really began picking up. Suddenly, a sphere of darkness appeared before her, the hot air accumulating around it before it morphed into a giant Heartless. It was very similar to the Armored Knights and Soldiers it commanded, only much larger, easily over double Madoka's own height. It was clad from head to toe in silver and grey armor, and in place of hands there were instead a pair of jagged, molten blades that glowed from their intense heat; the Heat Saber.

It landed with a loud metal clang, towering over Madoka as it stared down at her with its glowing yellow eyes. Madoka was speechless, only able to take a few intimidated steps back as the Heat Saber brandished its blades. Then, as if sensing Madoka's hesitation, the Heartless thrusted forward, it's twin blades implanting themselves into the ground as Madoka narrowly evaded the strike.

"Alright, here it goes." Madoka said as she summoned the Keyblade and took her defensive stance. The Heat Saber pulled its blade out of the ground, smoke erupting from the resulting crevice, and without hesitation it swung it's left blade at Madoka in a wide arc. Madoka ducked under the attack and raised the Keyblade just in time to guard against a follow up downward slash from the right blade, bouncing off the weapon and causing it to stagger back slightly. Madoka took the chance to retaliate, thrusting forward with the Keyblade to jab it's lower body, only to hit the flat of a blade as the Heat Saber brought up its appendages in a cross block. Not a second after their weapons clashed the Heat Saber swiftly separated its blade, sending the Keyblade flying were it not for Madoka's grip. She staggered back, giving the Heartless a chance to attack, its blades ignited with red hot flames and it twirled on one foot, the swirling blades catching Madoka off guard and sending her tumbling back.

Madoka let out a cry as she felt the flames bite her skin, the intense heat a far cry from what she felt with the Red Nocturnes, but the pain was fleeting like it always was and so she quickly got back to her feet to reengage the Heartless. She went on the offensive this time, charging forward with the Keyblade at the ready. She blocked a slash from the right blade and immediately ducked under a wide swing with the left, and when that blade came swinging back around she blocked it, the lucky angle at which the blades connected making the molten weapon slide down the Keyblade's edge. Madoka took advantage of the opening and dashed forward, slashing at the Heat Saber's right foot to trip it up. The Heartless knelt on its good knee, panting one of its blades in the ground to support the rest of its body, and noticing the vulnerable position it was in, Madoka leapt into the air and attempted to bring the Keyblade down on its exposed head. Unfortunately, the Heartless managed to bring its free blade up and deflected the attack; sending Madoka flying and giving it a chance leap back to create some distance.

Madoka managed to regain her composure in the air and landed with just a slight stumble. As she attempted to steady herself the blades of the Heat Saber began glowing with fiery energy, the Heartless rooting its stance before unleashing the energy of one of its blades into a blazing arc. Madoka just barely managed to return her attention to the Heartless to narrowly side step out of the way, only to have to hastily roll out of the trajectory of a second. The Heartless didn't give her a chance to recover and unleashed an X shaped blast of energy straight at Madoka, who attempted to guard the attack but the force and heat behind it still caused her to stumble back. Instinctively recognizing the opening, the Heat Saber reignited its blades and dashed forward at an inhuman speed, instantly closing the distance between them and unleashing a flaming slash at Madoka. In no position to block or evade, Madoka shrieked in pain as she was knocked into the air by the slash, her entire body engulfed in flames before the Heat Saber immediately followed up with a powerful jab with both of its blades, sending Madoka colliding into the wall of the canyon.

She fell to the ground and with a whimper she struggled back to her feet, still feeling the damage from the onslaught of attacks. She got up right just in time to duck under a leaping slash, the Heat Saber unwilling to give her any moment of rest. Madoka blocked a second strike with the Keyblade, the Heartless rearing its blades back for a twin jab, giving Madoka the chance to roll between its legs out of harms way. Before the Heartless had a chance to recover from the missed attack, Madoka landed a powerful slash to its exposed back, the force making it stumble forward into the wall, dazing it. Madoka took the chance to put some distance between them and quickly used a Potion, the feeling of the damage fading away allowing her to gather the energy to keep fighting.

The Heat Saber quickly recovered and unleashed a twirling slash towards Madoka, but this time she was prepared and managed to guard against the attack. The Heat Saber recoiled back, allowing Madoka to get inside its guard and land an upward leaping slash to its chest, following up with a mid air spinning slash to its face, which made it fall to the ground. She hesitated to attack while it was knocked prone, a part of her hoping that it was down for the count, but such hopes were dashed when the Heartless quickly sprung to its feet, its blades reigniting before it dashed forward for a powerful slash. Madoka managed to evade the attack this time, but in her relief she neglected to prepare for the follow up twin jab that resulted in her staggering back. The Heat Saber then proceeded to swing its blades wildly at Madoka, the pinkette unable to find an appropriate moment to guard and so was forced to simply parry and evade each swing made with clear murderous intent. She struggled to keep up with the relentless barrage, the blazing heat emanating from the blades every time they clashed against the Keyblade wearing her down until it eventually broke through her guard, landing a flaming slash that sent her tumbling back.

It took a moment for Madoka to recover, giving the Heat Saber the chance to charge its blades with flames and leap high up into the air. By the time Madoka realized what it was doing it was too late, the Heartless came crashing down blades first, impaling them into the ground and sending a shockwave of flaming energy in all directions. The blast flung Madoka across the ravine, the girls pained shrieks echoing off the walls as she skid across the ground before coming to a halt a good distance away. The searing pain from the flames made it impossible for Madoka to summon the energy to stand, and so she quickly used her last potion to heal up before she struggled back to her feet.

"I… I can't do it…" Madoka whimpered, her knees shaking under her own weight. "It's too fast, and strong, and the heat is just unbearable…I'm sorry everyone, but I can't…" Just as tears began to spill from her eyes, another of Sora's memories popped into her head. She saw Sora struggling against a large Heartless that constantly shot balls of fire at him, but he gained the upper hand when he managed to hit it with a blast of ice shot from the tip of his Keyblade. "…Blizzard?" Madoka said quizzically, gazing down at the Keyblade.

' _The Power of Ice, with this you will be able to cast Blizzard magic._ ' Madoka's eyes widened in realization before she returned her attention to the Heat Saber, the Heartless having pulled its blades out of the crater it had made and already preparing it's next attack.

"…Not yet. It's not over yet." Madoka said, her grip tightening on the Keyblade before she lowered back into her defensive stance. She saw the Heat Saber's root its stance, knowing what was coming she dashed forward in order to close the distance. The Heat Saber's blades ignited and it let out a wave of fire that Madoka evaded with a quick roll to the side. She evaded a second attack just as easily before leaping up into the air with her Keyblade raised for an overhead strike. The Heat Saber brought up its blades in cross block to defend, but Madoka remained undeterred, bringing down her Keyblade just a moment too soon, or so it seemed.

"Freeze!" She cried, pointing the Keyblade at the crossed blades. Suddenly, Madoka felt that same Magical Power surge through her, flowing from her body into the Keyblade before a blast of ice came shooting out of the tip. The Blizzard spell collided with the creature's blades, the ice evaporating on contact but also robbing them of their fiery glow. The Heat Saber staggered back, waving its bladed appendages as if they were in pain, giving Madoka the chance to land safely and get inside its guard. She slashed at its legs, forcing it to kneel and giving her a clear shot at its head. She pointed the Keyblade at its face and casted another Blizzard spell, creating a thin layer of ice on its helmet that made the Heartless rear back in pain. She then leaped up landed a slash on the creature's frozen face, as well as a mid air spinning slash on the chest that made it fall over.

However, much like before, it quickly got back to its feet, but it took a moment for it to reignite its blades, giving Madoka the chance to back away before it retaliated. Once its blades regained their flames it attempted to dash at Madoka, but she thought quickly and aimed her next Blizzard spell at the ground between them, creating a thin layer of ice that the Heat Saber wasn't able to traverse safely, losing its balance and falling right into a powerful spinning slash that sent it flying back.

"Almost there, just a little bit more!" Madoka declared as she dashed forward, ready to finish the fight. She leaped over the Heat Saber, still knocked prone, and brought her Keyblade forward. "Blizzard!" She cried with as much fervor as the first time, however no blast of ice came, only a slight cold breeze that did nothing to injure the Heartless. "Huh, w-what?" Madoka stammered in shock, and sensing her vulnerability, the Heat Saber sat up and slashed her out of the air, sending her crashing into the side of the canyon. "Ugh… w-why, what happened?" She inquired to the Keyblade, as if expecting it to answer back. Her attention was quickly grabbed by the feeling of the intense heat emanating from the Heat Saber's blades, ready to unleash it on Madoka. In her panic she attempted to cast another Blizzard spell, only for nothing to happen and a sudden feeling of exhaustion overcoming her. All she could do was put her guard up as the Heat Saber threw a flaming slash at Madoka, but it never reached her as a large fireball collided with it in mid flight, the two attacks canceling each other out.

"Huh?" Madoka gasped in surprise, but soon received the answer to the question that she was about to ask. With a loud battle cry, Leon came rushing into the canyon, leaping up and bringing his Gunblade down on the Heat Saber, the Heartless just barely managing to block the attack. Leon's weapon slid off of the molten blade and when he landed he immediately swung at the Heartless again, only to be blocked by the opposite blade. However, Leon remained persistent, his Gunblade clashing against the Heat Saber's appendages over and over again, neither showing any sign of backing down. Madoka stared in awe as Leon managed to keep the Heat Saber on the defensive, her attention only grabbed when she felt a surge of Magical Power through her body as a blue light showered over here.

"Madoka, are you ok?" Yuffie said as she kneeled next to the pinkette.

"Eh, Yuffie?" Madoka said, clearly surprised. "B-But what about…?"

"Taken care of, I told you it was no big deal." Yuffie replied, flashing Madoka a victory sign with a confident wink and smile. "And thanks to you, we can finally give _this_ big guy a piece of our minds." She added as she glared at the Heat Saber and brandished her shuriken. "Come on Madoka, let's finish this!" With that she was gone, reappearing in a puff of smoke on the other side of the canyon, throwing her shuriken to deflect a swing of the Heat Saber's blade that would have just barely managed to get past Leon's guard.

"…That's right, I can't just let Leon and Yuffie fight by themselves, I have to finish what I started." Madoka declared before charging in to rejoin the fight.

Leon swung his Gunblade in a powerful overhead slash, however the Heat Saber managed to deflect the blow, leaving Leon wide open for a retaliating slash from the Heartless. Once again however, Yuffie appeared in the creature's blind spot and deflected the attack with a throw of her shuriken, making the Heartless stagger and giving Leon the chance to attack. Unfortunately, the Heartless followed through with the momentum from its stumble and back flipped just in time to avoid Leon's blade, preparing its flaming blades for a charge attack the moment its feet hit the ground. Leon knew he wasn't quick enough to evade, so instead prepared to guard against the strike, but just as the Heartless was going to dash forward Leon caught Madoka advancing out of the corner of his eye.

"Freeze!" She cried as she casted a Blizzard spell at the blades, extinguishing their flames and the resulting pain causing the Heat Saber's swing to become dramatically weaker. As such, Leon was able to deflect the blades with ease. The swing knocked the Heartless off balance enough for Leon to get inside its guard and land a powerful upward slash that sent it into the air.

"Yuffie, Madoka, finish it!" Leon exclaimed, not wanting the chance to slip by.

"You got it!" Yuffie replied as her Shuriken charged with bright green energy as it spun in between her hands.

"R-right!" Madoka complied, pointing the Keyblade at the airborne target, focusing as much Magical Power as she could muster into the weapon's tip.

With a determined cry, both girls unleashed their attacks, the energized projectile and blast of ice and snow colliding with the Heartless at the same time, the creature's body convulsing in the air from the massive damage it had received. It landed back on the ground with a loud crash, its body twitching as if attempting to stand back up, but after only being able to lift one of its blades its movements ceased, the Heat Saber fading away into darkness as a heart was freed with its defeat.

"…We… we did it…" Madoka said with great relief as she gasped for breath. With the danger passed and adrenaline no longer fueling her, Madoka felt a sudden wave of fatigue wash over her. Try as she might she couldn't stay standing, the Keyblade falling out of her grip before her legs gave out. She felt herself being caught by someone, and faintly heard Yuffie calling to her before she finally lost consciousness.

* * *

Madoka let out a tired moan as her eyes fluttered open to the sight of an unfamiliar beige ceiling

"Huh? Where…?" She breathed quizzically as she sat up on the comfortable bed she was laying on.

"Oh good, you're awake." Madoka looked over to find Aerith seated at her bedside, with Yuffie standing off to the side.

"How are you feeling?" Yuffie inquired.

"I… I'm ok." Madoka weakly assured, still somewhat out of it. "Where am I?"

"Back at the castle, _my_ room to be exact." Yuffie said almost proudly.

"Your room…?" Madoka wearily looked around the room. It was fairly nice, the quality of a hotel resort room, which was to be expected from a castle. It had beige painted walls, which were decorated with an assortment of weapons fit for a ninja such as Yuffie. On an ornate bedside table was a glass of water, presumably for her should she need it, and it was then that she suddenly remembered what had happened. "Wait, the Heartless…!" She said, the panic fully bringing her to her senses.

"Is _history,_ thanks to you!" Yuffie stated, offering Madoka a thumbs up and victorious smile.

"You collapsed after it was defeated." Aerith elaborated in response to her quizzical stare. "Leon carried you back here, and I was able to heal what damage you had left."

"Which by the way wasn't much." Yuffie added.

"…I'm sorry, even though I was trying to help, I ended up just being a burden." Madoka said, staring down at her lap with a crestfallen look on her face.

"There's nothing to apologize for, you're still new to fighting, let alone casting magic, its only natural that you'd feel fatigued after such a grueling battle." Aerith reassured her.

"Yeah, don't sweat it, you did better than I did my first time out on the battlefield, I'll tell you that much." Yuffie added.

"But I… I couldn't defeat the Heartless, I needed you and Leon to come rescue me." Madoka argued, her face falling even more. "If I hadn't come when you did, I…"

"The Heartless was plenty worn down by the time we jumped in." The trio of girls all turned their heads to see Leon in the doorway. "And you weren't exactly in the worst of shapes either. If anything, we just helped finish it off." He insisted, leaning on the doorframe and crossing his arms.

"But I…"

"Not to mention we wouldn't have even had the chance if you hadn't pinned it down for us." Leon cut her off before she had the chance to argue. "Otherwise, it would have been long gone by the time we cut down its minions." Madoka's eyes widened in realization, suddenly remembering the whole reason she was allowed to accompany them in the first place. "You can be critical of yourself all you want, it's the only way you'll improve, but regardless of any mistakes you may have made, it doesn't change the fact that this all wouldn't have been possible without your help." He softened his stare and gave her a small but genuine smile. "Thank you, Madoka."

Madoka was stunned, staring back at Leon with a vacant stare. She turned her gaze back to Yuffie and Aerith, who gave her appreciative smiles of their own, agreeing with Leon's sentiment wholeheartedly. A smile slowly found itself on Madoka's face, a mixture of relief, pride, and no small amount of joy filling her as she looked down at her hands, clenched together not from worry or fear, but rather sheer bliss.

"Now, if you're up for it, come back down to the study, Cid and the others were able to figure some things out from your data." Leon said.

"Eh, really!" Madoka gasped.

"Awesome!" Yuffie said, exchanging an excited smile with the pinkette.

"Don't celebrate just yet, they didn't exactly look happy with what they found." Leon warned as he turned to leave the room, taking the girls' enthusiasm with him.

With a silent dread, the girls all followed Leon back down to the study and then into the lab, where Cid, Merlin, and presumably Tron were waiting for them. Madoka couldn't help but notice that Scrooge was nowhere to be seen, understandable, a wealthy business tycoon probably had more important things to do than continue aiding a stranger.

"Well, look who's back from the dead." Cid said playfully as her turned in his swivel chair to greet them.

"My deepest apologies Madoka, while I'm glad to hear you made such good use of the spell I gave you, perhaps I should have warned you of the dangers of casting fatigue." Merlin lamented. Madoka shook her head in response.

"It's ok, it was my fault for overdoing it. I would have been in big trouble without that spell though, so thank you once again." Madoka replied with gratitude.

"Yes, well, it was my pleasure." Merlin said with a hint of bashfulness.

" _As uplifting as this moment is, I'm afraid it is about time we proceed._ " Tron interjected, Cid and Merlin's mood instantly dropping.

"R-right, Leon said you found something out about my… data?" Madoka asked apprehensively.

"Yeah, about that…" Cid began awkwardly before pulling up the same diagram she was shone before. "You remember this, right? Well our first order of business was to figure out what the deal was with all that nasty looking darkness, but…"

"Quite honestly we still cannot make heads or tails of it." Merlin interrupted with a slightly frustrated tone. "Even with a fresh dose of my magic added to the program the data is simply far too corrupted to decipher."

"In other words, you _still_ have nothing?" Yuffie said in a snarky tone.

" _Not exactly._ " Tron denied. " _While it's true we weren't able to decipher anything about its purpose or origin, one thing did become increasingly clear the more we analyzed the data. That is, the vast majority of the darkness in Kaname Madoka's heart is not her own._ " The program revealed, shocking the whole assembly.

"The darkness in my heart… isn't mine?" Madoka repeated, placing a hand over her chest.

"What do you mean by that?" Aerith asked, a comforting hand on Madoka's shoulder.

"He means exactly what he said." Merlin answered. "Just as every individual is unique, so is the light and darkness that makes up their hearts, and after multiple attempts to decode the data, we were able to make a clear distinction between Madoka's own darkness, and the darkness that makes up most of her heart." The wizard explained, gesturing to the diagram that now had a miniscule purple patch cut out of the black stain that was the rest of the darkness in Madoka's heart.

"…Homura-chan." Madoka realized.

"The girl that ran you out of your world. You think she did this to you?" Leon suggested.

"I… I think so." She confirmed. "I could feel it, back when she tried to erase my memories, a terrible darkness that tried to snuff out what little light I apparently have."

"Funny you should mention that." Cid said, regaining Madoka's attention. "After figuring this out, we decided to check on the rest of your heart, and wouldn't you know it, not all of your light is yours either."

"WHAT!?" Madoka exclaimed in absolute shock.

"No way, you can't be serious!" Yuffie said incredulously.

"You think I'd joke about this, see for yourself!" Cid stated as he hit a key on the keyboard, turning a portion of what remained of Madoka's heart into a rich blue color. "Wanna take a wild guess as to whose light that is?"

"…Sora." Madoka said.

"Bingo." Cid confirmed.

" _Sora had once been digitized and brought into the system, as such I have intimate knowledge about his configuration. There can be no doubt, your heart houses a fraction Sora's data._ " Tron affirmed.

"Wow, talk about crazy with a capital C." Yuffie said, her tone somewhat light but with clear concern in her voice.

"This certainly explains why you have his memories, and how you can use the Keyblade." Aerith said, hoping to put the stunned pinkette at ease.

"So, is there anyway we can fix this?" Leon inquired.

"Sorry, we got a big fat "nothing" on that front." Cid lamented with a regretful shrug of his shoulders.

"To be frank, I have never seen anything like this before, and neither have Xehanort or Ansem the Wise for that matter." Merlin stated. "This isn't entirely like when Sora housed Kairi's heart within himself, Madoka only holds a fraction of Sora's light. It is as if their hearts are… touching in a way, combined yet completely separate, and worlds apart. I'm afraid there simply isn't any precedence for this!"

"…I see." Leon said with a regretful sigh.

' _Sora's light is inside me?_ ' Madoka thought as she clenched her hand into her chest. ' _Sora… has been protecting me… all this time. But why… why would he…_ how _did he…?_ ' Her thoughts returned to her last moments in Mitakihara, to the voice that called out to her and gave her the strength to fight back against the darkness that threatened to swallow her at the time… Homura's darkness.

"I have to find him." Madoka nearly whispered, yet everyone heard. "I have to find Sora. He's been protecting me this whole time, I don't know why, or how, but he has, I know it. And if he can protect _me_ , then maybe… maybe he could help save my world to." She paused, as if waiting for a response, but her eyes stayed nervously glued to the floor. She expected them to reject the idea, with how crazy and selfish it was, but…

"Sounds like a plan." Cid was the first to speak, Madoka finally lifting her head to see his enthusiastic face.

"We had a feeling that would be the case." Merlin said with a knowing smirk.

" _All things considered, it is the most logical course of action._ " Tron stated.

"Honestly, only _he_ would go so far to help a total stranger." Leon said with a nostalgic smile as he gazed at the colorful diagram.

"He wouldn't be Sora otherwise." Yuffie agreed playfully.

"There's no doubt he would help you if you asked." Aerith assured.

"You guys…" Madoka said, floored by all of their support. Sora had felt this way many times before, surrounded by these familiar faces, his friends, all offering their full support while he did the same; Madoka couldn't help but smile.

"But you know, it's easier said then done." Yuffie spoke. "Sora isn't exactly in the next town over."

"The last we heard, he finally made it back home, after he took down Organization XIII." Leon informed.

"Home?" Madoka said quizzically, before realizing what he meant. "Oh, that's right, he's… in a completely different world." She lamented, still coming to grips with the idea of multiple, separate worlds completely different from her own.

"Traveling between worlds isn't easy, and we don't know where Sora's world is either, how are we going to get you there?" Aerith mused, her uncertainty not exactly helping Madoka's confidence.

"Don't y'all worry about that." Cid said, leaning back on his chair with a crafty smile.

"Didn't I say before that we were expecting this?" Merlin playfully reminded.

"Eh? What are you…?" Madoka was cut off by a small ringing alarm sounding from the computer.

" _It appears that he has returned._ " Tron informed.

"Alright fellas, what do you say we go see our little heroine off." Cid suggested, standing from his seat and making his way to the study.

"W-wait, what? See me off, huh…?" Madoka stammered in utter confusion.

"You guys, did you actually…?"

"Now, now Leon, let's not spoil the surprise now, shall we." Merlin cut him off before he could say any more. Leon gave Madoka a reluctant shrug before following Merlin out, Yuffie and Aerith offering quizzical looks of their own before doing the same. Eventually, Madoka followed as well, being led through the castle halls for what felt like the hundredth time before coming out onto the Postern.

"Wow, is that what I think it is!" Yuffie exclaimed. Madoka looked around but didn't see anything of note in the open, rounded area of the Postern, however it was then that she realized that Yuffie, as well as the rest, were looking up. She tilted her head in that same direction, her eyes widening and jaw dropping at the sight of a large, brightly colored ship floating overhead. The ship was primarily blue in color with red wings and a few yellow accents in a few places. It was blocky in design but still clearly resembled a rocket ship, a cockpit clearly visible up front and jet engines in the back.

"It's… a Gummi Ship!" Madoka exclaimed, an excited smile on her face. It was certainly different from the one Sora had ridden on, but the soft, blocky material that made it up was unmistakable.

"Aye, that it is, lass." Scrooge said as he suddenly appeared before her in a bright flash of light. Gone where his fancy clothes, replaced with a brown aviator jacket, an aviator cap in place of his top hat on his head, and a white scarf wrapped around his neck. "Ain't she a beaut, Cid's been keepin' her safe for me, and in tip top shape I might add, she flies better than ever!"

"Well what did you expect?" Cid said with a cocky grin.

"So, this is your Gummi Ship, Mr. Scrooge?" Madoka asked, recalling from Sora's memories that the elderly bird did in fact used to travel in one. "Wait, does this mean…?"

"Well I didn't bring it all the way down here just to show off now, lass." Scrooge confirmed with an amused smile.

"N-no, you really don't have to!" Madoka frantically declined.

"Don't ye fret lass, I may not be much use on the ground, but this old duck can still fly with the best of them!" Scrooge assured.

"That's not what I meant!" Madoka rebuked. "You've already done so much for me, all of you have, I couldn't possibly ask for you to..."

"Ah, bah, bah, I'm gonna stop ye right there lass." Scrooge cut her off with a wave of his finger. "Balancin' debts is all well and good in the world of business, but none of that matters when it comes to helpin' a friend."

"…Friend?" Madoka said, Scrooge punctuating the point with a kind smile and a nod. She looked back to the others, each and every one of them giving her an encouraging look, putting all of Madoka's worries at ease. "Then… thank you, I'll be in your care." She said with a polite bow to her new pilot.

"Now hold on there Madoka, we ain't through helping you just yet." Cid said as he approached the curious girl. "Here, this is for you." He reached into his pocket and pulled out what seemed to be a necklace, a pink gemstone cut in the shape of a teardrop with a flat golden base hanging from a gold chain. "Sorry if it doesn't suit your tastes, it was just something I had lying around for Merlin to work his magic on."

"Magic?" Madoka said as she took the trinket.

"Indeed, granted it won't give you any new spells per say, but it does have a few enchantments on it that should aid you well on your journey." Merlin explained. Madoka looked upon the necklace curiously before slipping it on, the gem resting on her chest and emitting a faint glow, much to Madoka's awe.

"Be careful, the both of you." Aerith said.

"You _better_ come back and visit once everything is fixed." Yuffie playfully warned.

"Good luck." Leon said with a straight face and simple nod.

"Right, thank you all so much, for everything." Madoka replied, giving one last appreciative bow.

"Well, off we go then." Scrooge said, turning around and walking onto a strange glowing circle on the ground. He gestured for Madoka to do the same and as soon as she was inside they were both engulfed in a bright, blinding light. Once her sight returned she was shocked to find herself in the cockpit of the Gummi Ship, three seats placed in a triangle before a long panel of intricate looking controls and a glass window.

"Wow!" Madoka gawked, only having seen such incredible technology from the glimpses she got from Sora's memories.

"Now, I don't know how much ye know about the ins and outs of Gummi Ship travel lass, but in order to go _anywhere_ , we're gonna need a pathway." Scrooge explained as he sat at the helm, fiddling with some of the controls.

"A pathway…" Madoka repeated thoughtfully.

"Aye, so why don't ye…" Scrooge cut himself off once he heard the familiar chime of a Keyblade being summoned, looking back to see Madoka already holding said weapon. "Oh, looks like yer one step ahead of me already." He said, gaining an amused giggle from Madoka. She then stepped forward, looking out at the clouded sky of Radiant Garden before taking the Keyblade in both hands and closing her eyes, focusing her very hardest.

' _Take me to Sora._ ' She thought, a large keyhole appearing in the sky in response. She held the weapon out, teeth pointed down and light collecting in the very tip until a beam shot out into the sky, completely ignoring the glass window. The beam struck the Keyhole and transformed it into a bright portal, sparks of energy arcing out of its swirling edges.

"HA HA! There's the ticket!" Scrooge exclaimed jovially as he flipped a few more switches, turned a few more dials, and the engine roared to life. "Ye best be gettin' seated lass, it's gonna be quite the ride!"

Madoka immediately headed Scrooge's instructions, taking the seat to the right of him and strapping in. Once she was secure, Scrooge took hold the control wheel and with a few minor tugs and turns he brought the ship around. Madoka looked down to see the rest of the Restoration Committee waving farewell, Madoka offering her own wave in return.

' _I'm coming Sora… please help me if you can._ '

"Hold on tight now, we're goin' in!" Scrooge instructed before suddenly accelerating upwards, the Gummi Ship flying into the portal, the vortex flashing brightly before fizzling out without a trace.

* * *

 **A/N: OH WOW THAT GOT REALLY LONG! Can you believe I actually thought this chapter would end up being short, or at least short _er_ than the last chapter, guess I underestimated my ability to write long drawn out exposition chapters... I have great shame. Anyway, that was Ch. 3, Madoka's visit to the hub world of Radiant Garden. I hope you guys enjoyed Madoka's interactions with the Restoration Committee, I know I enjoyed writing it, and if you didn't enjoy it... then I guess I just did it wrong and try to do better next time. I know Madoka kind of felt like a real Negative Nancy throughout this entire chapter, something tells me that's going to annoy some people, but let's be honest here, Madoka... is kind of a wimp. Don't get me wrong, I love her ****character, which is why I portrayed her the way I did, I just feel like Madoka doesn't really have any agency without the rest of the PMMM cast to work off of. She's very shy and insecure and if she were put into this situation I feel like she would have a really hard time summoning the will to do much of anything other than wallow in sadness. And that's ok, the entire point of this chapter was to have Madoka gain some agency the only way she really can, by helping others. Now that she has two large Heartless slayings under her belt and a clear goal to work towards, she'll be a lot more... active in her coming journey into the Disney worlds.**

 **Speaking of the journey, let's talk about good old Scrooge McDuck. The first thing to note about that is originally I wasn't going to give Madoka any sort of traveling companion, she was actually going to get a small sort of "Gummi Glider" rather than a whole Gummi Ship and have to travel the worlds on her own. However, after some discussion with the reviewer by the username of "Variable Zero", he was able to convince me that Madoka, being the lonely, self-conscious girl that she is, would need some kind of companion to stave off the crushing loneliness that traveling the empty void of the Lanes Between would surely bring (as well as address some other issues that traveling in a small little glider would bring). And so I took the small bit of trivia that Scrooge used to travel around in a Gummi Ship with King Mickey in stride and made him into Madoka's personal Gummi Ship pilot for this expedition. Of course he isn't going to follow Madoka into the worlds and fight alongside her like Donald and Goofy did with Sora, but he'll be a constant companion that Madoka will need on her journey, again just so that she doesn't get lonely.**

 **Finally, something I should probably address, the next chapter of this story is probably going to take a while (and no one was surprised), but not just because I'm a lazy bastard with ADHD, but rather because I'm kind of going to take an unofficial hiatus from fan fic writing for a while in order to focus on writing my own original novel. I'm kind of at a crossroads in my life, I just graduated collage, I now physically have my BS in Applied Physics, and after four years struggling to get that I've realized that what I really want to do is write stories, and with some encouragement from my best friend (who just so happens to have some connections with a publisher) I want to try my hand at writing an original work. I'm not saying I'll never write for my fan fics again, I'll probably alternate between writing for fics and writing my novel (cause that strategy has worked wonders for me so far), just know that for the time being I will not be working on any of my fics. I apologize for the inconvenience and I really do appreciate the patience you have all had for me with my stories.**

 **Well, that's all I have to say, I hope you enjoy the chapter, and I hope to see you guys next time.**


	5. A Very Merry Unbirthday

**A/N: One. Month. As of this day, we are now officially _one month_ away from the glory that is Kingdom Hearts 3! And, to mark such a momentous occasion, I, MCN, bring to you the long awaited fourth chapter of Reconnect! (He says, knowing full well it was a complete coincidence) **

**Anyway, sorry this took so long, as I said before I took a break from Fan Fiction to try my hand at writing an original novel, but all I ended up doing was hitting some major writers block on that, so I decided to update some of my fics to get the old creative juices flowing again. This'll be Madoka's first foray into a Disney World, so I hope you all enjoy.**

 **Disclaimer: I don't own Kingdom Hearts or Puella Magi Madoka Magica**

* * *

 **A Very Merry Unbirthday**

"Wow~!" Madoka gasped in amazement for what felt like the hundredth time as she gazed out the window of the Gummi Ship's cockpit. As soon as they exited the portal Madoka had made, they found themselves in a vast open space, surrounded by beautiful hues of green and blue with twinkling white stars dotting every inch of the horizon in every direction.

"Aye, quite the incredible sight isn't it, even after all these years it never fails to amaze me." Scrooge said with a light chuckle at Madoka's bewilderment.

He called it the Lanes Between, the space between worlds that Madoka had only seen small glimpses of from Sora's memories, and frankly, they didn't do it justice. But as breathtaking as it was, it was even more so in motion, the stars and aether around them changing position as they zoomed through the pathway that Scrooge claimed Madoka had opened up for them. The further they traveled, the more variation they saw; they encountered asteroids and other debris that Scrooge expertly navigated through, even turbulence couldn't slow them down. Scrooge did all of the piloting, so Madoka was free to just relax and enjoy the view.

"It's beautiful! It reminds me of flying in an airplane at night, but more… _colorful_!" Madoka said with an excited giggle.

"Heh, heh, well I'm glad yer enjoyin' yerself, lass, but we're about to reach our destination." Scrooge informed as he began shifting the controls of the Gummi Ship.

"Really?" Madoka gasped.

"Aye, see for yerself." Scrooge said as he gestured to the window.

Madoka looked passed the small asteroids that still barred their path, and surely enough, there floating in the aether was… Madoka wasn't really sure what it was. It looked somewhat like a planet, but its surface was entirely made of what seemed to be a tapestry of red and pink, checkered squares with hearts drawn inside them. Upon the surface were but a few landmarks; a heart shaped hedge archway along side a strange looking castle on the "top side", and a simple cottage with a single large tree beside it on the "bottom side".

"It looks kind of… small." Madoka commented awkwardly, to which Scrooge just chuckled.

"Heh heh heh, that it does, but I promise ye it's _much_ bigger on the inside." He assured as he brought the Gummi Ship into the world's orbit. "Alright lass, this is where ye get off."

"Huh? Aren't we going to land?" Madoka said quizzically, seeing as the world was still a rather long fall away from the ship.

"Ah, I'm afraid not lass." Scrooge lamented, turning his pilot's chair around to face her. "Ye see, this ship is an old one, she be one of the very first to ever travel the Lanes Between, and unfortunately, Cid never got around to puttin' in a proper dockin' system." He explained, though he could tell that Madoka wasn't really following. "To put it shortly, somebody's gonna have to stay here and keep her afloat while ye go explorin'." Now that Madoka understood, her eyes widening in realization.

"So… I have to go alone?" Madoka nearly trembled at the thought. For all of her protest when Scrooge made the offer to guide her, the truth was she was incredibly relieved to have a companion on this impromptu journey she had set out upon. Not only that, but she knew that Scrooge wasn't a fighter, and to expect him to travel with her through a possibly Heartless infested world was utterly selfish of her, and realizing this did a number on her mood.

"Well, I never said _that_." Scrooge countered.

"Eh, but you said…"

"Just a moment lass. Now, where did I put that blasted…?" Scrooge grumbled to himself as he began searching his person for something, much to Madoka's confusion. "Aha! There ye are ye rascal!"

Placing a small headset over his ears and with a proud smile on his beak, Scrooge presented Madoka with what seemed to be a small, mechanical version of himself, a robotic little duck dressed in his exact same clothing, though its head being rather disproportionally large compared to its body, and almost cuboidal in shape. With a quick turn of a small key in the little duck's back, it instantly sprang to life, much to Madoka's surprise. The little robot took a quick look at its surroundings before sprouting its mechanical wings and flying over to Madoka. It opened its beak, letting out a small, artificial quack, before Scrooge's voice projected out from it.

"Ehem, testin', testin', can ye hear me alright, lass?" Scrooge said before the little duck circled around Madoka whimsically before landing in her hands.

"Awww! It's so cute!" Madoka cooed as she petted the little device on the head.

"With this here Mini-Scrooge, I'll be right by yer side out in the field, without havin' this old duck slowin' ye down that is." Scrooge quipped, the Mini-Scrooge giving a playful salute, to which Madoka giggled.

"Thank you, Mr. Scrooge." She said with a polite bow.

"Well, I can't have a novice adventurer like yerself go out all on her own without a guide, now can I?" Scrooge replied before returning his attention to the Gummi Ship controls. "Now then, step on over to the warp point if ye will, lass." He instructed as a small circle of light appeared near the back of the cockpit.

"Oh, r-right." Madoka said as she trotted over, Mini-Scrooge perching itself on her shoulder. Before she stepped inside, she took one last look at the rotating world she would soon be exploring, the world that the Keyblade had guided her to in response to her wish to find Sora. Was he really there? Would he really help her if she asked? Even she knew that she would never know until she tried, so she took a deep breath and stepped onto the warp point.

"Alright, off ye go lass!" Scrooge said, and with a push of a button, Madoka was engulfed in a beam of light, and just like that she was gone from the cockpit of the ship.

* * *

Once the light faded, Madoka found herself in a dense forest, small beams of sunlight shining through the thick canopy that allowed her just enough light to see. She could hear birds chirping in the distance, smell the sweet scent of flowers in the air, all familiar sights and sounds that told her nothing of the fact that she was in a completely different world than she had ever seen before. It put her mind at ease.

"Wow, what a beautiful forest." She commented.

"Aye, but don't be gettin' too comfortable, lass." Mini-Scrooge warned from his perch on Madoka's shoulder. "Ye never know what dangers may be lurkin' about."

"Like… Heartless?" Madoka suggested.

"Most certainly, but even without the nasty buggers, every world has its own set of threats, so ye best be stayin' on yer toes, lass." Mini-Scrooge advised as he leered around the area, keeping a look out for danger it seemed. Madoka had mixed feelings about the advice, on one hand she appreciated the guidance of the veteran adventurer, but on the other she really regretted losing her sense of comfort. "Now then, we came here lookin' for Sora, ain't that right?" Mini-Scrooge reminded as he fluttered off of Madoka's shoulder to properly face her.

"R-Right! But…" Madoka took a tentative look around the dimly lit forest. "…I'm not exactly sure where to start?" She admitted sheepishly.

"Hmm… normally, the locals would be a good place to start. They'd know the world much better than us, and knowin' the lad, he's probably already gotten himself mixed up in this world's affairs, but…" As Mini-Scrooge struggled to voice his thoughts, Madoka noticed a faint voice echoing in the distance.

"Hey, Mr. Scrooge, do you hear that?" She said, bringing her guide's attention to the noise.

"...Ann… ary Ann~…!" The distant voice said.

"Aye, it sounds close." Mini-Scrooge concurred after a quick listen. Their curiosity getting the best of them, the duo followed the voice to a wide, open clearing, where a small house of white stone and red wood stood all by its lonesome, a stone fence surrounding the property. Suddenly, a white rabbit popped his head out from the second floor window, screaming at the top of its lungs into the forest.

"Mary Ann~! Mary Ann~!" The rabbit cried.

"It sounds like he's lookin' for somebody, quite urgently at that." Mini-Scrooge observed, perching himself on the fence.

"Wait a minute… that's…"

 _Oh, my fur and whiskers! I'm late, I'm late, I'm late!_

"…The white rabbit that Sora met!" Madoka realized. "Hey Mr. Scrooge, maybe we can ask him if he's seen Sora!" She suggested enthusiastically.

"Mmm… I suppose it couldn't hurt to try…" Mini-Scrooge said, though with some noticeable apprehension in his voice. " _But_ , before we go conversin' with any locals, there's one thing ye need to keep in mind. Ye cannot tell _anyone_ that yer from another world!" He warned, flying up to look Madoka in the eye. "The worlds are separate for a reason, and we must maintain the world order, it be the single most important rule for us world hoppin' adventurers. Ye understand, lass?"

"Yes." Madoka said with a nod. She actually had a vague idea of this rule already, catching glimpses of Scrooge's nephew mentioning such a thing to Sora. It actually made her wonder if she had ever met someone from another world before, back in Mitakihara, and never even knew it. That one paranoid thought alone made her understand why the knowledge of other worlds needed to be kept secret.

"Good, lead the way then." Mini-Scrooge said as he hopped onto the small gate of the fence and pulled it open, giving Madoka passage onto the premises. With a deep breath to steel her nerves, Madoka walked up the stone pathway to the small, rabbit sized doorway, the duo able to hear the White Rabbit scurrying about inside. Madoka gave a tentative knock on the door.

"Um, hello, Mr. Rabbit!" Madoka called as she knocked. For just a moment, the Rabbit's frantic scurrying stopped and she could hear him hopping down steps and to the door, though he still seemed to mumble to himself, loudly enough for her to know he was complaining about the unwanted disturbance it seemed.

"Yes?" The Rabbit demanded as he swung open the door, allowing Madoka to finally get a good look at him. He was short in stature as expected, with pale white fur and a bright red nose. He wore a pair of round glasses on his snout and a uniform, which consisted of a pair of grey pants that just barely contrasted with his white fur, a red shirt, and a large white collar reminiscent of what one would ware in Victorian England. Hanging from the collar was a square piece of white cloth that had a simple red heart emblazoned on it.

"Um, h-hello, I'm sorry to bother you, but I…" Madoka began but was cut off once the rabbit adjusted his glasses and got a good look at her.

"Why, Mary Ann! What are you doing out _here_!?" The White Rabbit scolded, narrowing his eyes at a very confused Madoka.

"Huh? Mary Ann?"

"Oh no…" Mini-Scrooge sighed as he hovered at Madoka's side.

"Don't just do something, stand there! No, no! Go, go! Go get my gloves, I'm late!" The White Rabbit demanded, quite literally hopping mad as he shoved an over sized pocket watch into Madoka face.

"What? B-But I'm not…" She attempted to protest, only to have the White Rabbit pull out a horn and blow it in her face to silence her.

"Enough chit chat, Mary Ann, there's no time!" The White Rabbit exclaimed as he hopped around behind Madoka and blew the horn again. "My gloves! At once!" He blew his horn again.

With a confused whimper, Madoka ducked into the front door and closed it behind her, giving her a barrier between the rabbit's manic orders and the sound of the horn.

"Oh my, I was fearin' this would happen." Mini-Scrooge sighed, hanging his head dejectedly.

"I don't get it, why did he keep calling me Mary Ann?" Madoka asked.

"My only guess is that he's mistaken ye fer his house maid." Mini-Scrooge offered.

"House maid?" Madoka said quizzically. "So, there's somebody in this world that looks like me, like a doppelganger? Is there somebody like that in every world?" She inquired, remembering Sayaka going on about a comic book or video game with a similar premise.

"It's not outside the realm of possibility, but to be honest, lass, it's more likely that this Mary Ann doesn't even exist in the first place." Mini-Scrooge replied, perching himself on the nearby staircase railing.

"Huh? What do you mean?" Madoka wondered.

"Well, ye see lass, the world ye brought us to, Wonderland be its name, isn't exactly the friendliest to fledglin' adventurers like yerself." Mini-Scrooge explained. "It isn't particularly more perilous than any other world, but it can be quite the chore to explore. Things like up and down, big and small, they have no meanin' here, and it's all made worse by the fact that most everybody from here is a little off their rockers."

"You mean… they're crazy?" Madoka said with obvious apprehension, the point seemingly emphasized by the rabbit outside wailing at "Mary Ann" some more.

"They'd rather ye call them "mad", but… yes." Mini-Scrooge lamented. "I'm sorry, lass. I would have warned ye, but this blasted world keeps changin' so much that I hardly recognize it whenever I come back around, I didn't even know until we disembarked." Madoka shook her head at his apology.

"No, it's ok, you didn't know, and it's not like it would have changed anything." She insisted. She had known from the beginning that she was in way over her head on this journey, but even so she needed to find Sora, for the sake of her friends, and her world. "Still, it's a shame that the locals won't be much help."

"Do not fret lass, it'll take a wee bit more patience, but they'll still tell ye what ye need to know if they know it, it's just a matter of weedin' through the nonsense." Mini-Scrooge reassured her.

"So then, maybe if I play along and get Mr. Rabbit his gloves, he'll let me ask about Sora." Madoka suggested.

"That's the spirit lass, where there's a will, there's a way! Let's get to it then." Mini-Scrooge said as he flew up the stairs, with Madoka following close behind.

There was a single room on the second floor of the house, which acted as the White Rabbit's bedroom. As Madoka took a look around she couldn't help but notice how nearly everything in the room was shaped like a rabbit; picture frames, clocks, mirrors, even drawer handles all had the recognizable rabbit ears incorporated in their design in one way or another. The room itself wasn't very big, at least by human standards, with a low ceiling that Madoka just barely fit under. However, it was fairly roomie for a single rabbit, and the relatively small size would surely make it easier to search.

"Alright then, lass, I'll be searchin' the closet, while ye go ahead and see to the dresser." Mini-Scrooge suggested as he floated over to the small closet built into the corner of the room.

"Ok." Madoka complied. She squatted down to get a better look at the tiny pink dresser placed next to the only window in the room. It had two small drawers in front which Madoka's small, slender fingers were able to search through without any real issue. She found a few scarves and handkerchiefs, but no gloves. She moved to begin searching a small chest at the foot of the rabbit's bed next, but she struggled to open it.

"Locked." Madoka lamented with a sigh. Before she could move on, she recalled Sora opening numerous locked chests and boxes with the Keyblade, and so she summoned the weapon and lightly tapped it on the lid of the chest, causing it to swing open on its own. "Yes!" Madoka cheered before she continued her search.

"HELP! MONSTERS!"

"Huh? Mr. Rabbit?" Madoka said, recognizing the scream. She exchanged a quick, concerned look with Mini-Scrooge before the duo rushed back outside, coming upon the White Rabbit cowering in fear as a quartet of Soldier Heartless loomed over him.

"Mr. Rabbit!" Madoka exclaimed before summoning the Keyblade and rushing to his aid. She slashed through the closest Soldier with ease and managed to defeat another that tried to advance on her, proving herself enough of a threat for the remaining two to back off. "Are you ok, Mr. Rabbit?" She asked as she took a protective stance between him and the Heartless.

"Oh dear, oh dear, oh dear…" The White Rabbit mumbled to himself as he continued to cower.

"Don't worry, I'll deal with the monsters." Madoka assured, turning her attention back to the remaining Soldiers.

They both came at her with spinning kicks, Madoka rolling forward causing them to collide with each other. As they staggered in place, Madoka landed a downward slash on one of them, sending it falling forward and giving Madoka a chance to stab the Keyblade straight through the chest of the other, defeating it. She tried to land a spinning slash on the prone Soldier, but the blade was caught in the creature's blood red claws and deflected to the side, allowing it to get back on its feet and lunge at Madoka. However, she stood her ground and shot a Blizzard spell at the Soldier, mysteriously freezing it in midair and allowing Madoka to leap up and finish it with one last slash.

Unable to take even a moments rest, Madoka quickly turned back around when she heard the familiar sound of more Heartless popping into existence. She was taken aback slightly at the appearance of two Red Nocturnes, as well as a new Heartless that she had yet to see before. It was much bigger than most garden variety Heartless, with a large, rotund body with massive arms hanging off of the side of it and long yet stubby feet that Madoka had a hard time believing could properly hold it up right. Its Heartless emblem was emblazoned on its chest, just under its tiny, black head with the signature beady yellow eyes.

"Careful there, lass, that Large Body can only be harmed from the back!" Mini-Scrooge warned, riding in Madoka's hood as she fought.

Before she could properly reply, the Large Body patted its own belly before charging forward to ram Madoka. She rolled away from the attack, giving her a clear shot at the creature's back, taking aim with a Blizzard spell as the Heartless stumbled to a stop.

"On yer left!" Mini-Scrooge warned, giving Madoka just enough time to see one of the Red Nocturnes charge at her with its body lit aflame. She guarded against the attack and retaliated with an upward slash, sending the Nocturne flying back, which allowed Madoka to finish it off with a blast of ice, then immediately fire another shot at the other Nocturne, defeating it as well. She then turned her attention back to the Large Body, which had stomped over and began swinging at her with its massive arms. She ducked under the swings, but when she moved to retaliate, she struck it in the gut, the Keyblade harmlessly bouncing off and the recoil sending Madoka stumbling back. The Large Body noticed the opening and struck Madoka with its large belly, sending her flying right into the side of the house.

"Madoka!" Mini-Scrooge cried in concern as she fell to the ground. "Are ye alright, lass?"

"I…I'm fine." Madoka replied as she got back to her feet, and returned to her fighting stance.

"Remember, from the back!" Mini-Scrooge reminded before retreating back into her hood.

"Got it." Madoka complied before charging forward again. Madoka made her way around the Large Body, the Heartless itself trying its best to clumsily turn to cover its weak point. However, it wasn't quick enough and Madoka managed to land two powerful swings on the Large Body's rounded back and then knock it off its feet with a blast of Blizzard.

"Now go fer the head to finish it!" Mini-Scrooge instructed. Madoka immediately obeyed and trotted around the Heartless as it tried to get back on its feet. Just as it was beginning to regain its footing, Madoka leaped up and landed a downward slash on its head, tearing right threw it, resulting in the Heartless' defeat.

"Mr. Rabbit!" Madoka said, dismissing the Keyblade and returning her attention to the White Rabbit, who seemed to still be cowering by the front door of the house.

"Oh dear, oh dear, oh dear, this is terrible, this is horrible…!" The White Rabbit rambled to himself, curled up with his hands on his head.

"It's ok, the Heartless are all gone now, see?" Madoka said, presenting the now empty yard.

"It's gone, it's gone, it's _where_ , it should be _here_ …"

"Gone? What's gone?"

"Oh Mary Ann, it's just awful, those horrible, horrible monsters stole my favorite watch!" The White Rabbit cried, looking up at Madoka with tears running down his face.

"Your watch?" Madoka said quizzically, recalling the oversized trinket that the rabbit was always lugging around in Sora's memories. "The Heartless took it? But I thought the Heartless only stole hearts?" She pondered, to which Mini-Scrooge popped out of her hoodie to address.

"Well, of course all Heartless have the instinct to steal hearts and make them into more Heartless, but it is not unheard of for Heartless to cause general mischief by takin' treasured belongings as well, though it is highly unusual." He explained, perched on Madoka's shoulder.

"Oh, what am I to do? How will I know when I'm late? How will I know when I'm early? Oh dear, just what am I to do?" The White Rabbit whimpered in despair. Madoka frowned as she watched the White Rabbit cry in his gloved hands.

' _Those Heartless, they came because I used the Keyblade in the house, didn't they? It's my fault that Mr. Rabbit lost his watch._ ' She thought to herself. She knew that everybody had been telling her not to blame herself for everything, but old habits died hard. ' _Maybe I should go look for it. But then what about Sora, the longer I take to find him, the longer I leave my friends at the mercy of Homura-chan. But it's my fault that Mr. Rabbit was attacked… so…'_

"Pssst, Madoka." Mini-Scrooge whispered into Madoka's ear, gaining her attention. "Ye know, it may not be such a bad idea to go out lookin' fer them Heartless that swiped that watch."

"R-Really!?" Madoka exclaimed as softly as she could.

"Think about it, lass, if the Heartless were attracted to _yer_ Keyblade, it stands to reason they'll be drawn to any _other_ Keyblades in this world too, if ye catch my drift."

"Other Keyblades… _Sora!_ " Madoka gasped in realization.

"Aye, follow the Heartless, and we're sure to find a Keyblade, and perhaps a stolen watch along the way. Two birds with one stone, as they say." Mini-Scrooge concluded with a knowing wink. Madoka could hardly hide her relief and gratitude, giving Scrooge a bright smile and appreciative nod.

"Don't worry Mr. Rabbit, we'll help you find your watch." Madoka said, kneeling down to address the sobbing rabbit.

"*sniff* Y-You will?" The White Rabbit replied, wiping away his tears before taking Madoka's hand and shaking it fervently. "Oh thank you! Thank you so much, Mary Ann! I know I ask so much of you already, but this truly means the world to me."

"Um… you're welcome, though I'm not Mary Ann." Madoka awkwardly tried to correct, but the rabbit's lack of a response told her that it was pointless.

"Now then, would ye kindly tell us where the dirty thieves ran off to?" Mini-Scrooge questioned.

"Oh, yes, yes, right away." The White Rabbit happily obliged. "Let's see now, uh… oh, that's right, they went _that_ way, east into the forest! Here, I'll show you."

"That's ok Mr. Rabbit, you don't have to…" Madoka protested, but the rabbit wouldn't have any of it.

"Now, now, Mary Ann, you know that the forest is a very dangerous place. You can get lost if you are not careful." He scolded Madoka, wagging a finger in her face.

"Well, yes, but…"

"Give it a rest, lass, it's best to just let these folks do as they please." Mini-Scrooge advised, Madoka sighing in defeat as she followed the White Rabbit into the forest.

* * *

" _Here_ again?" Madoka whimpered in frustration. Soon after leaving the White Rabbit's home, the path the trio had taken split into numerous directions, with signs nailed to various trees that all had different and contradictory directions written on them. Signs that said "Up" pointed downward, a crossroads was labeled as simply "this way" and "that way", there were even some signs that insisted they "go back" or "turn around". This was now the fourth time the group would pass this junction, every path they took eventually leading them back here without fail.

"Hold on now Mary Ann, give me a moment to catch my bearings." The White Rabbit insisted as he examined the signs as if they would actually tell him anything useful. Madoka let out a sigh; the scatterbrained rabbit had been leading them in circles the whole day, with only the consistent appearance of the Heartless telling her that they were on the right track. "Let's see now, we are _here_ , we need to be _there_ … ah, yes, this way!" The rabbit insisted before hopping down a path that Madoka wasn't even certain if they had taken before or not.

"Mr. Scrooge…" Madoka turned to the mechanical bird at her side.

"Hang in there, lass, it's all par fer the course here in Wonderland." Mini-Scrooge encouraged, insisting that they would get where they needed to go eventually. Madoka sighed again, following the White Rabbit down yet another path. She really couldn't bother to remain alert for Heartless as she had been told to, but she suddenly snapped back to attention when she heard a familiar sounding "click", accompanied by a flash of light back the way they came.

"What was that?" Madoka wondered, turning around and immediately finding the source. Standing at the junction was a lone figure, a girl, with her back turned to them, lazily holding a familiar looking camera in her hand. Madoka's eyes widened in shock and confusion, instantly recognizing the figure.

"S-Sayaka…chan?" Madoka breathed in disbelief, frozen in place as she waited for a response. The blue head of a hair slightly turned at the name, not enough to reveal her face, but certainly enough to show she had heard. "Sayaka-chan!" Madoka cried before dashing back to the junction, Scrooge and the White Rabbit following in confusion.

The girl in question didn't respond, rather she walked deeper into the forest, out of Madoka's line of sight.

"Wait, Sayaka-chan, it's me, Madoka!" She pleaded to her friend, but by the time she reached the junction, she was nowhere to be seen. "Sayaka-chan? Sayaka-chan?" Madoka called out into the forest.

She stopped her searching once she felt her foot kick something on the ground. She looked down to see the digital camera that Sayaka had borrowed from her mother discarded on the ground. She picked it up, dusted it off, and looked to the saved photos, finding the photo that was just taken of the various signs of the junction. This wasn't the only picture she had taken in Wonderland it seemed, finding scenes of giant mushrooms and clear blue rivers, until eventually she came upon the picture of the Shadow Heartless in the alleyway of Mitakihara, followed still by a selfie Madoka had taken with Sayaka and Kyoko at the arcade.

"What's the matter, lass, who was that?" Mini-Scrooge asked as he caught up with her.

"Sayaka-chan… my friend from Mitakihara." Madoka replied, clutching the camera to her chest.

"Yer friend ye say?" Mini-Scrooge said.

"Why, I had no idea you were expecting company, Mary Ann." The White Rabbit interrupted.

"Oh, uh, no actually, I… I wasn't expecting her at all." Madoka replied, remembering that she couldn't break the world order by explaining any further, not that the White Rabbit would have understood anyway. She herself was positively baffled, Madoka wasn't even sure how she herself managed to get out of Mitakihara, so how in the world did Sayaka manage not only to escape the clutches of Homura, but also make it all the way to Wonderland.

"…Sayaka-chan~! Where are you? Sayaka-chan~!" Madoka shouted into the forest. If Sayaka really was there in the Heartless infested forest, then she was in danger, and she needed to find her soon.

"Looking for something~?" A voice responded right into Madoka's ear.

She turned to see a pair of blinking yellow eyes floating above a wide, toothy grin floating right next to her. Madoka gasped, jolting back and knocking the White Rabbit off of his feet, though she hardly noticed as she watched the disembodied face suddenly become the disembodied head of a pink furred cat.

"Oh, pardon me, one moment please, it seems my head isn't on straight." The cat said, smirk ever present, as its head floated into the trees and attached itself to its rotund, purple striped body. "Ahh~, that's better."

"Bah! I knew it was only a matter of time before we ran into ye, ye silver-tongued feline." Mini-Scrooge spat with clear indignation.

 _The Cheshire Cat has all the answers, but doesn't always tell._

"You're the Cheshire Cat." Madoka recalled, which seemed to please the feline.

"Guilty as charged." The Cheshire Cat said, removing his ears and tipping them like a hat.

"Oh, no, no, no, no, no! We have no time for the likes of that wretched beast!" The White Rabbit said as he attempted to push Madoka back down the path.

"Eh? B-But maybe he can help us." Madoka argued, resisting the rabbit's push as best she could.

"Oh, he'll help ye alright, but only to delight himself in the trouble it'll get ye into." Mini-Scrooge informed her.

"He's a no good troublemaker, that's what he is! W-Why, the queen would have had his head ages ago were it not already detached!" The White Rabbit added adamantly. "You must not associate with the likes of him, Mary Ann."

"But Mr. Rabbit, we've passed this same junction four times already, at this rate we'll never find your watch." Madoka said.

"Oh is _that_ what you're looking for?" The Cheshire Cat cooed as he appeared on a nearby branch, reclining against the tree with his arms behind his head. "And here I thought you were looking for that young lady that just ran by. Poor girl was in such a hurry she dropped her camera."

"You saw her?" Madoka said, looking up at the cat hopefully. "Where did she go?"

"Well, that's hardly _your_ concern now is it? After all, you're looking for a watch, not a girl."

"Well, yes, but…"

"And before that it was a pair of gloves, was it not?"

"That's because Mr. Rabbit..."

"And before _that_ it was a boy from your dreams." The Cheshire Cat wiggled his eyebrows suggestively, much to Madoka's embarrassment. "That's the trouble with looking for lost things; the longer you look for something, the more likely it is you'll find something else entirely, and before you know it, you've forgotten what it was you were looking for in the first place." The Cheshire Cat let out a whimsical chuckle, in great contrast to Madoka's sinking mood.

"Ye see what I mean now, lass? It's nothin' but riddles and tom foolery with this one." Mini-Scrooge said as the cat continued to laugh to itself.

"Best we get going, Mary Ann." The White Rabbit insisted, taking Madoka by the hand leading her away, to which Madoka offered no resistance this time.

"However, if _I_ were looking for a missing watch…" The Cheshire Cat stated, grabbing their attention again. "I'd go in _that_ direction." He pointed down one of the paths they had yet to travel down.

"Oh, why thank you, sir." The White Rabbit said before guiding Madoka down the new path.

"Eh? B-But I thought we weren't supposed to trust him!" Madoka clamored.

"Trust or don't trust? That is entirely up to you~." The Cheshire Cat said before slowly fading out of existence, leaving only his smile for a moment, but that soon went to.

"Wait, what about Sayaka-chan!?" Madoka cried back, desperate for an answer.

"Fret not, lass, I'm sure if we keep an eye out we'll find yer friend, _and_ Sora." Mini-Scrooge encouraged her.

" _And_ my watch, don't you forget." The White Rabbit reminded.

Madoka sighed in defeat, slowly coming to understand that in Wonderland, it is best to just go with the flow.

* * *

As the group continued their trek through the forest, Madoka began to worry that the Cheshire Cat had deceived them. However, before long, the path led them to another house deep in the woods, one that was much more poorly constructed than the Rabbit's. The whole thing was tilted to the right, but while the door went along with the crooked positioning, the large window on the second floor was straight, its bottom edge parallel to the ground as it should have been. The roof seemed to be made of bright, golden hay, and out from the top of it was a chimney, tilted in the opposite direction from the rest of the house.

While the house itself was a peculiar sight, what really caught the trio's attention was the festive whistling that was coming from behind, in the garden that was separated from the rest of the forest by a large, uneven hedge fence.

"Whistling?" Madoka said quizzically as they approached the house.

"Aye, I suppose it's just about tea time." Mini-Scrooge suggested.

"Tea time?"

"Oh dear, is it really tea time already?" The White Rabbit fretted, instinctually reaching for his watch only to despair when it was nowhere to be found. "Oh goodness gracious, my life is falling apart at the seams without my watch!"

"Well, maybe somebody here knows where it is." Madoka proposed, making her way to the back garden where she figured the residence of this home were out playing the whistles.

As she passed through the small wooden gate that lead to the garden, she was met with a rather peculiar sight. She now understood why Scrooge had equated the whistling to tea time, for in the backyard, spread out across a long table, was a myriad of various colorful tea pots, all whistling steam out of their snouts despite not being on any sort of stove. Each one whistled at a different pitch, smaller and thinner pots were higher, short and stouter pots were deeper, and they seemed to be tooting all of their own accord, hopping around in place as if dancing to their own music.

The steam from the pots filled the air of the garden, making it difficult to see properly, but beyond the steam she could make out two figures. One was a brown rabbit, or perhaps a hare from what Madoka could tell, with a head of bright yellow hair where two long brown ears sprouted. The second was a short man, no taller than the hare, with rosy, almost pink skin, and a tall, green top hat on his head. She also could see the silhouette of a third person, but all of the steam made it almost impossible for her to see them clearly.

As Madoka approached the procession, peaking behind a large red chair at the head of the table, the two figures began to sing while pouring copious amounts of tea into various cups.

"A~ _very_ merry unbirthday to _me_!"

"To who?"

"To _me_!"

"Oh _you_!"

"A _very_ merry unbirthday to _you_!"

"Who _me_?"

"Yes _you_!"

"Oh _me_!"

"Let's _all_ congratulate us with another cup of tea! A very, merry, unbirthday, tooooooo~ yooouuuuu~!" The Hare sang as the Hatter produced a cake seemingly out of nowhere and placed it on the table before the third figure, completely obscuring them even as the steam cleared.

" _Un_ birthday?" Madoka said quizzically.

"Aye, it's exactly what it sounds like." Was all the explanation that Mini-Scrooge offered. "Go on now, Madoka, before they start makin' merry again." He urged her.

Madoka complied, coming out from behind the chair and began to approach them. She felt a little awkward about interrupting their party, but the White Rabbit's soft, mournful sobs urged her on.

"Um, excuse..."

" _Wow_! What a big cake!" A familiar voice squealed, stopping Madoka in her tracks. "Please tell me this is a cheesecake!"

"Cheese…?"

"Why of course it is!" The Hare assured their guest. "A _seven_ cheese cheesecake to be precise."

"Let's see, we have Gouda, Feta, Cheddar, Swiss…" The Hatter began listing off the cheeses that comprised the cake, the guest cooing at each one.

Madoka took a few hesitant steps forward, her heart pounding in her chest as she finally managed to get a clear view of the third party guest, her eyes widening in bewilderment at the sight of a familiar head of long white hair and a pair orange and yellow eyes.

"Nagisa…chan?" Madoka breathed, finally gaining the trio's attention. Her eyes met with Nagisa for a moment, the shocked look on her face almost perfectly matching Madoka's.

"Madoka-nee-cha…"

" **NO ROOM!** " The Hare and Hatter exclaimed in unison, loudly repeating it as they frantically gathered up the various cups of tea they had been pouring, stacking them up and hiding them behind their backs.

"Oh… I-I'm sorry for interrupting your party, I just wanted…" Madoka attempted to apologize.

"Well I certainly hope you are." The Hare interrupted, wagging a disapproving finger in her face. "It is very rude to come to a party without being invited."

" _I'll_ say it's rude! It's very, _very_ , rude indeed!" The Hatter added with a disappointed huff.

"I know, a-and I'm very sorry, but I just…" Madoka struggled under the duo's impatient glares, her mind racing a mile a minute trying to recall what it was exactly she was going to ask.

' _Should I ask about the watch? Or maybe Sora? Maybe they've seen Sayaka-chan, or the Heartless? Or maybe…_ '

"Now, now, no need to gang up on the poor lass." Mini-Scrooge said as he flew out of Madoka's hood and perched himself on a nearby chair. "I see ye lot are still as tea crazy as when I left ye, March Hare, Mad Hatter."

" **Ebenezer!** " They both said in delight at the sight of Mini-Scrooge.

"Huh? Ebe-knees…?" Madoka struggled to recall the strange name; apparently she wasn't the only one that couldn't get the residence to acknowledge her proper name.

"Why, it's _so_ good to see you again, Ebenezer." The March Hare said as he enthusiastically shook Mini-Scrooge's little wing. "I say, have you lost weight, I remember you being much bigger the last time I saw you."

"And your feathers are so pristine and shiny, though a bit on the stiff side if I must say." The Mad Hatter added. Scrooge simply laughed off their comments with them, opting not to waste the effort to try and explain his current condition to his mad acquaintances.

"Madoka-nee-chan!" Nagisa cried as she hopped off of her seat and nearly tackled Madoka, embracing her in a tight hug.

"Nagisa-chan!" Madoka returned the hug with equal fervor, lifting the younger girl off the ground for a moment. "I can't believe you're here!"

"I can't believe I found you so soon!" Nagisa replied as they separated, their hands still intertwined.

" **What are you doing here?** " They asked in unison, creating a pause in their reunion to allow the Mad Hatter and March Hare to chime in.

"Who is _this_ now, Alice?" The Hare asked, peering at Madoka over Nagisa's shoulder.

"Yes, Alice, do you know this rude, rude girl?" The Hatter added, peering over the other shoulder.

"Alice?" Madoka was beginning to see a pattern here.

"Of course, she's the friend Nagisa was telling you about." Nagisa said, stepping aside and presenting Madoka to the duo. "Today's actually _her_ unbirthday too!"

"Huh?"

" **It** _ **is?**_ " The Hare, Hatter, and White Rabbit cooed in unison.

"Uh, well… my birthday is October 3rd…"

"And today _isn't_ October 3rd, so it's your _un_ birthday!" Nagisa explained, though it still made little sense to Madoka.

"Well why didn't you say so?" The Mad Hatter said, his animosity completely disappearing.

"Yes, Mary Ann, I wouldn't have troubled you so if I had known you were due for an unbirthday party." The White Rabbit stated in remorse.

"But, why would you have a party for…?" Madoka attempted to ask, but was interrupted by the March Hare and Mad Hatter pushing her into a seat and carrying her to the head of the table, where Nagisa joined her before the cake.

"A~ _very_ merry unbirthday…!" The March Hare began to sing.

"…To me?" Madoka finished the line hesitantly.

"To you!" The Mad Hatter replied.

"A _very_ merry unbirthday…!"

"To me."

"Yes _ye_!" Mini-Scrooge sang, he and the White Rabbit sitting themselves at the table with them.

"Now blow the candle out my dear and make your wish come true!" The Mad Hatter insisted, placing a second lit candle on the top of the cake, right next to the one meant for Nagisa.

Madoka gave Nagisa an apprehensive look, receiving an encouraging smile from the younger girl in return. With a deep breath each, they both blew out their respective candles, only for the tips to begin sparkling. Suddenly, the whole cake flew off of the platter into the air.

" **A very, merry, unbirthday, to yooouuuuu~!** " The whole party sang as the cake reached the top of its trajectory and burst into an array of fireworks. Madoka looked up in awe at the beautiful colors the explosion left behind, but Nagisa only looked distressed.

"Wahhh! The cheesecake…" She lamented, hanging her head in disappointment.

Madoka couldn't help but giggle in amusement at Nagisa's reaction, it was just like her to mourn the cheese rather than enjoy the fireworks. It was strange, it couldn't have been longer than a day since she had last seen her young friend, and yet seeing her here, in this strange world that she couldn't make heads or tails of, she realized just how much she had missed her. It almost made her forget the curious question of how she actually managed to get to Wonderland in the first place.

Almost

"Aw, chin up lass, there's still plenty of tea to enjoy instead." Mini-Scrooge said as he took a teapot the size of his own body and somehow managed to pour two cups of tea from it. He served the colorful cups to Madoka and Nagisa, pushing them on their saucers over to the girls.

"Oh, thank you, Mr. Ebe-knees…" Nagisa struggled to say the difficult name, much to the old duck's amusement.

"Heh, heh, don't ye fret about the "Ebenezer" business, lass. The name's Scrooge McDuck, pleasure to make yer acquaintance." He introduced himself with a playful bow.

"I'm Momoe Nagisa, the pleasure's all mine." Nagisa replied with a small bow of her own and a friendly smile.

"Mr. Scrooge has been helping me a lot since I… well, left Mitakihara." Madoka explained, choosing her words carefully as to not tip off Wonderland's residents.

"Really?"

"Aye, that I have." Mini-Scrooge confirmed. "Madoka's a bit of a… er, _sensitive_ lass," Madoka giggled awkwardly at the polite critique. "But, she's got herself a good heart, and with the right guidance I'm sure she'll become a top rate adventurer in no time!" He proudly asserted.

"…Adventurer." Nagisa said under her breath, her expression falling into a pensive one. Madoka's embarrassment over the praise only lasted long enough for her to just catch the change in Nagisa's demeanor, before her carefree smile returned to her face. "…Well, thank you for looking after her. And here Nagisa thought Madoka-nee-chan would be wandering around this crazy place all on her own." She admitted with clear concern, and gratitude that her suspicion was false.

"…Um, Nagisa-chan." Madoka said, gaining the girl's attention as she took a sip of her tea. "This might sound like a weird question, but… have you seen Sayaka-chan around here?" She asked hesitantly. However, Nagisa's face lit up at the mention of their mutual friend.

"Of course, we came here together!"

"Eh? R-Really!?" Madoka gasped. Despite the physical evidence tucked away in her pocket, she had not been entirely sure if Sayaka had even truly been there, not with all of the other madness she had to endure recently. As such, hearing a confirmation from a reliable source, who also just so happened to be a welcomed sight all by herself, Madoka's spirits were immediately lifted higher than they have been in a while.

"Mm hm, we came here looking for you, but we split up to try and cover more ground." Nagisa explained. "It's not just us either, Mami-nee-chan and Kyoko-nee-chan are helping too."

"Mami-san? Kyoko-chan? Everyone's here!?" Madoka exclaimed in utter shock.

"Well, no, they are…" Nagisa glanced over at the trio of Wonderland natives that were happily pouring and sipping their tea. "…Somewhere _else_ , if you know what I mean." Madoka did know, her eyes widening in realization.

' _They're… in another world… looking for me?_ '

"Well I'll be, it sounds like ye have a few rather devoted friends there, lass." Mini-Scrooge said with a pleased smile on his mechanical beak.

"Yeah… but…" Madoka began nervously, her uneasy expression not going unmissed by her friends. "Nagisa-chan, how did you even get here? I don't even know how _I_ left Mitakihara, and this isn't even where I ended up when I did, Mr. Scrooge brought me here." She expressed her confusion. "And… And what about Homura-chan, how did you all escape from her?"

This of course was the most pressing question on Madoka's mind; considering the number Homura had done on her own heart, even while somehow being protected by Sora, she could only imagine what she could do to others.

"Huh… escape?" Nagisa said, her head tilting in confusion as if she didn't understand the question. "What do you mean…?" Suddenly, Nagisa was cut off by the sound of the March Hare slamming a mallet repeatedly onto the table.

"I have an _excellent_ idea! Let's change the subject." He suggested before, without warning, hitting the Mad Hatter over the head with the mallet. The Hatter sat up at attention and cleared his throat before speaking.

"Why is a raven like a writing desk?" He asked the assembly.

"Huh? …Raven?" Madoka said quizzically.

"It's a riddle, lass. But don't bother, knowing these two it's most likely not to even have an answer." Mini-Scrooge informed them.

"Oh, no, no. No time for riddles I'm afraid. No time at _all_ without my watch." The White Rabbit said as he put down his tea and got off of his chair. "Hello. Goodbye. Enjoy your unbirthday with your friend, Mary Ann." He hastily called back as he hopped his way over to the garden gate.

"What? Wait, Mr. Rabbit, you can't go alone!" Madoka cried before chasing after him.

"Now don't be silly, Mary Ann, I am perfectly capable of taking care of my…" The White Rabbit paused as he opened the gate, coming face to face with the grins of three twisted looking girls that stared at him curiously. He let out a surprised shriek, quickly turning tail and hiding behind Madoka, the children pointing and giggling in amusement.

"Clara Dolls!?" Madoka gasped at the sight of the demented looking children.

However, before Madoka could summon the Keyblade in self-defense, the Clara Dolls all noticed her presence and began laughing and cheering, dancing around as if in celebration.

"Madoka, do you know these… lasses?" Mini-Scrooge inquired as he flew over and perched onto Madoka's shoulder.

"Uh, well…" Madoka wasn't sure how to answer, she couldn't say for sure who they were, or even _what_ they were, but she knew whom they served, and if they were here…

"Oh good, you're back!" Nagisa spoke as she approached, the Clara Dolls suddenly ceasing their cheering and fell into line like a small platoon of soldiers. "See, I told you we'd have a better chance of finding her if we split up." She told the creatures, each one giving a nod in confirmation. Madoka was stunned, a pit opening up in her stomach as she began to connect the dots in her head.

"Nagisa-chan, did you… come here with the Clara Dolls?"

"Of course, they're the one's who brought us here after all." Nagisa casually revealed, the Clara Dolls all looking proud at the credit they were given.

"But… But Nagisa-chan, they're…"

"Ahh! It was _them_!" The White Rabbit suddenly shouted. "Yes, yes, _them_! They are the monsters who stole my watch!"

"Huh? The Clara Dolls did?" Madoka said in confusion. "It wasn't the Heartless?"

"Is that true, did you steal something from him?" Nagisa sternly asked the Clara Dolls, their answer coming in the form of the trio putting on guilty faces and fidgeting uncomfortably. "Well, give it back then." She ordered them, the Clara Dolls looking displeased, but nodded in compliance.

"Yes, yes, please do! It belongs to me, not you! Now, give it back, at once!" The White Rabbit demanded, stepping out from behind Madoka and holding his hands out for the watch. One of the Clara Dolls reached into its back pocket, rummaging through it before pulling out a giant, colorful lollipop and placing it in the White Rabbit's outstretched hands.

"…No, no, NO! This is not what you took from me!" He declared as he threw the candy over his shoulder, nearly hitting Madoka before it landed in an open pot of tea. "Please, I want my watch back!" The Clara Dolls considered his request for a moment before another one of them pulled out a potted flower and offered it to him.

"That's not it!" The Rabbit denied, smashing the pot on the ground. The third Clara Doll offered a giant white knight chess piece.

"Not that either!" The Rabbit said as he took the chess piece and tossed it, the Mad Hatter catching it in his hat before placing it back on his head. The first Clara Doll then offered him a large, brass pocket watch.

"No, not that… Ahh! Yes, that's it, that's my watch!" The White Rabbit realized just after he tossed it away.

"I've got it! I've got it!" The March Hare said as he held up a full pot of tea to catch it in.

"Over here, easy now!" The Mad Hatter said as he did the same.

"Oh dear, oh dear, oh dear…!" The White Rabbit whimpered, covering his eyes, as he couldn't bear to see his precious watch get dunked into the sticky brown liquid.

However, just before the trinket could land in the March Hare's pot, Madoka rushed over and caught it in the air, its hanging chain just barely managing to stay dry as she held it just above the pot. She, Scrooge, and Nagisa all let out a collective sigh of relief, while the Hatter and the Hare simply lidded their teapots and refilled their cups.

"Thank goodness." Madoka breathed as she hopped off of the chair that she was precariously standing on. She took a moment to admire the rabbit's watch, despite surely being carried everywhere he went it was in terrific condition, its lid and back shining almost like gold, with nary a smudge or scratch to be seen. She could tell that the White Rabbit had taken such good care of it, and was happy she was able to give it back to him.

"It's ok Mr. Rabbit, look." Madoka said as she approached the whimpering rabbit and presented the watch to him. He peaked one eye through his fingers, gasping at the sight of his treasured trinket.

"My watch!" He cheered as he happily took it from Madoka. He planted a few kisses to its cover before hugging it to his chest protectively. "Oh, I thought I'd never see it again! Thank you, oh thank you Mary Ann!" He cried as he took Madoka's hand and shook it enthusiastically, a grateful smile on his face.

"Uehihi~, you're welcome Mr. Rabbit." Madoka replied, offering a friendly smile of her own.

However, as Madoka accepted the White Rabbit's thanks, Nagisa was confronting the Clara Dolls.

"You three were _supposed_ to be looking for Madoka-nee-chan out there! Why would you steal all of this stuff?" She demanded, the Clara Dolls kneeling down, sitting on their heels guiltily. They all explained their reasoning in a mess of incoherent giggles and whispers, though somehow Nagisa could understand all of it.

"Protecting them? Protecting them from what?" Nagisa asked quizzically.

"Oh my fur and whiskers! Look at the time, I'm late!" The White Rabbit exclaimed once he finally took a peak at the watch. "Oh, not good, not good, the queen, she'll have my head for _sure_!" He cried, frantically attempting to hook his watch's chain onto his shirt, hopping around in preparation to sprint to wherever it was he needed to go.

"Wait, Mr. Rabbit, there's still something I need to ask…" Madoka pleaded.

"Oh, no, no time for chit chat Mary Ann, I'm _late_!" He replied as he finally managed to secure his watch and booked it to the gate.

"But… But…" Madoka desperately tried to regain his attention.

"Look out, lass!" Mini-Scrooge shouted, alerting her to the cloud of darkness that was propelling towards her.

With a surprised gasp, she ducked, the ball of mist just barely missing her before it floated high above them all, a pair of beady yellow eyes and a jagged red mouth forming its face as it gazed down at them.

"A Heartless!" Madoka warned, the Mad Hatter and March Hare sinking down into their seats to hide.

"That's a rather dangerous one, Madoka. Destroy it, quickly!" Mini-Scrooge urged her, much to Madoka's concern.

In that moment of hesitation, the Heartless turned its gaze to the White Rabbit, or more accurately, the watch that he carried. The second Madoka returned her attention to the Heartless it had already descended on the White Rabbit, who frantically attempted to unlock the gate. The ball of dark mist flew into the trinket, transforming it from a shiny brass to a dark purple, the chain growing in size and with a will of its own. Just as the rabbit managed to get the lock open, the chain of his watch wrapped all around him, ensnaring him with his back up against the watch.

"Wah! W-What in the name of… GYAH!" The Rabbit choked on the chain around his neck as the watch began moving around on its own, its body growing so that it was equal in size to the rabbit himself.

Suddenly, the ticking of the clock inside grew louder, faster, more violent as the watch vibrated from the rapidly spinning gears inside. Suddenly, a twisted looking face consisting of two yellow swirls for eyes and a jagged red mouth appeared on the watch's cover in a puff of darkness. A moment later, a pair of arms popped out the sides, consisting of a bunch of hastily put together pieces of broken gears, pins, and springs, ending in sharp metal claws. Below it, a single spring on a gear popped out, allowing the possessed trinket to stand on its own.

"W-What is that?" Madoka asked, clearly disturbed by the creepy enemy.

"That there would be a Possessor Heartless, it fights by takin' control of inanimate objects. A rather nasty bugger I must say." Mini-Scrooge explained, the Heartless letting out an ugly cry as if to prove the point.

"Mad watch! Mad watch!" The March Hare shouted upon seeing the twisted new form of the watch.

"Save the tea!" The Mad Hatter said as he began collecting all of the teapots into his hat.

"There's only one way to stop a mad watch!" The March Hare declared, wielding his over sized mallet.

"Hey, wait, it's dangerous!" Madoka warned as the March Hare charged forward with his mallet raised, only for the Mad Watch to leap out of the way of his swing and land on the table.

It turned to face them as six gears rolled out of its body and into its claws. It gave out another shriek before throwing the projectiles at them, three of them aimed directly at the Clara Dolls, forcing them to dodge. The remaining three were flung at Madoka, who quickly summoned the Keyblade and blocked the first two that flew at her face. She knocked the third one back at the Mad Watch, hitting it right in the face and stunning it.

"Madoka-nee-chan!" Nagisa cried in a worried voice.

"Everyone stay back, I'll handle this!" Madoka assured her friends, lowering into her fighting stance. Hoping to take full advantage of the stun, she charged forward, jumping onto the table and raising her weapon for an overhead slash. However, the Mad Watch recovered from its daze just in time to turn on its spring, the captive White Rabbit screaming at the sight of Madoka about to bring the Keyblade down on him.

Madoka immediately halted her attack, leaving her wide open for the Mad Watch to spin back around and slash Madoka off the table with its claw. Nagisa gasped on the sidelines at her friend's fall, Madoka quickly recovering with a shoulder roll. The Mad Watch then jumped off the table and clawed at Madoka, sparks flying off the Keyblade as she brought it up to defend. It tried for a second slash with its other claw, but Madoka met the attack with a swing of her own, the impact causing the Heartless to stagger back, giving Madoka the prefect opportunity to cast Blizzard. However, the Mad Watch seemed to predict this, turning once again to put the White Rabbit in between itself and the tip of Madoka's blade, forcing Madoka to cancel the spell, the ice accumulating on the tip dissipating.

The momentary pause gave the Mad Watch the chance to retaliate, extending its arms and spinning to continuously claw at Madoka. The girl just barely managed to guard against the attack, but the frequency of the hits forced her even further back.

"I can't attack while Mr. Rabbit is attached to it!" Madoka griped as she fell into a defensive stance.

"Hang in there, lass, if ye can't attack the body, just focus on takin' out the limbs!" Mini-Scrooge instructed from her shoulder.

But before she could put this advice into practice, the Mad Watch changed tactics. It placed its hands on the ground and loaded the springs on all three of its limbs, releasing them into one powerful jump that made it soar high above Madoka. The gear on its leg began spinning with dark energy as it came down on Madoka, the girl rolling out of the way and just missing the blast zone created from the landing.

However, Madoka had rolled right next to the table, the vibrations from the landing making one of the teapots fall off and nearly hit Madoka in the head. She managed to notice just in time to slide away, but this put her in the perfect position for the Mad Watch to hop over and claw at Madoka, who brought up the Keyblade in a clumsy attempt to defend herself. But just before the claw could meet the blade of the weapon, Madoka felt herself be pulled out of harms way, the piercing sound the claw made as it slashed through air the only indicator that the attack occurred at all.

"What…?" Madoka gasped in surprise. She looked up and her shock doubled once she saw that it was in fact Nagisa that had pulled her to safety, a determined look on her face that contrasted greatly with the girl that always clung to Mami like a scared child.

"Nagisa-chan?" The girl didn't reply, stepping forward challengingly before holding up her left hand, presenting her ring as it glowed with a white light. The light took shape a moment later, becoming a strange looking black trumpet, though the handle allowed her to hold it more similarly to a firearm or a megaphone. The horn was adorned with red polka dots with a ring of yellow around rim, with two ear-like protrusions on either side.

The Mad Watch sensed her killing intent and quickly turned to reveal the White Rabbit, shaking and whimpering in fear. However, Nagisa just smirked, taking a deep breath before blowing into the mouthpiece, a barrage of glowing bubbles shooting out of the trumpet. The White Rabbit screamed as he closed his eyes in anticipation for the attack, but with a quick push of one of the piston valves the bubbles changed direction, flying passed the rabbit and hitting the face of the Mad Watch from "behind". The Heartless turned back around trying to wipe away the water that the bubbles had splashed on its face.

"Now!" Nagisa commanded, the Clara Dolls leaping out from behind her. They each summoned a shadowy spear and chucked them at the Mad Watch, pinning each of its limbs in place to immobilize it. "Now's your chance!"

"Uh… r-right!" Madoka stammered, snapping out of her surprised daze. She charged forward, brandishing the Keyblade, before leaping up and bringing down the weapon onto the Heartless in a jumping overhead slash.

Unfortunately, the moment Madoka was in the air, the cover popped open, revealing the watch face and firing a wave of magic at Madoka as the separate hands on the watch all spun in different directions. When Madoka came into contact with the spell, her descent was slowed to a crawl, the Keyblade coming down millimeters at a time as she hung unnaturally long in the air.

"Nee-chan!" Nagisa shouted in concern at this strange occurrence. Madoka's slowed speed gave the Mad Watch the chance to free itself from its restraints, breaking the spears before attempting to claw at Madoka's unprotected body.

However, its claw was instead met with the spear of one of the Clara Dolls, which leaped into the attack to protect Madoka. The other two Clara Dolls summoned new spears and thrusted them at the Mad Watch, only for it to jump away onto the table. It took a brief look at its surroundings, and most likely realizing that it was out numbered, it made a hasty retreat, hopping away over the hedge fence while avoiding more spears thrown by the Clara Dolls.

"…Well, that's one way of stopping a mad watch." The March Hare said as he and the Mad Hatter came out from their hiding spot under the table.

"Out of sight, out of mind." The Hatter agreed as he poured himself yet another cup of tea, fully intending on pretending the whole incident didn't happen.

It was then that Madoka regained her speed, a look of confusion appearing on her face once she saw the Keyblade hit nothing but open air.

"Huh? Where did it go?" Madoka asked, looking around for the Heartless.

"What do you mean "where"? We chased it away." Nagisa replied, dismissing her weapon back into her ring.

"Is that what happened?" Mini-Scrooge said quizzically. "I could hardly tell with how fast it was movin'."

"It wasn't moving fast, _you_ _two_ were moving ever so slowly." The Mad Hatter interjected as he poured the March Hare some tea.

"At a snails pace I'd wager." The Hare added before taking a swig of his drink.

"We were?" Madoka asked, Nagisa nodding in confirmation.

"Ah, of course, the rapscallion casted a Slow Spell on us!" Mini-Scrooge realized. "Not surprisin', considerin' the Heartless is dwellin' inside a watch."

"Well, the important thing is that we're all safe, right?" Nagisa asserted with a smile.

"All… safe? But, wait, what about the White Rabbit!?" Madoka recalled with great concern. "He's still in danger, we have to go after him!" She said, Mini-Scrooge giving an agreeing nod.

"Leaving so soon?" The March Hare spoke up.

"What a pity, it's been _ages_ since we've had so many guests, both old _and_ new." The Mad Hatter lamented.

"I'm sorry. Thank you for the party, but we really need to go. Bye-bye!" Madoka said as she waved goodbye to the odd duo. They waved back, and Madoka turned and rushed to leave the garden.

Only for two Clara Dolls to cross their spears at the gate to block her path.

"Huh?" Madoka gasped in confusion, the wide smiles on the Clara Dolls faces suddenly looking much more sinister to her.

"It's ok, Madoka-nee-chan." Nagisa said, Madoka turning to see a calm, almost comforting smile on her face. "You don't have to fight anymore."

"Nagisa-chan?" Madoka said in confusion. "But… but Mr. Rabbit…"

"If you're really that concerned about him, Sayaka-nee-chan and Nagisa can handle it." Nagisa casually offered, as if they weren't talking about a person whose life was in danger. "But you should really go home, Homura-nee-chan is really worried about you."

Madoka's heart stopped, a cold chill running up her spine as she heard the name. She took a reflexive step back, her eyes widening in shock as she stared at Nagisa's kind, oblivious smile… she was almost able to see Homura's own twisted grin behind her, pulling her strings.

"Homura… chan…?"

* * *

 **A/N: Well, there you guys have it, my last chapter update of 2018. So yeah, since the precious chapters have been getting pretty long, I decided to split the Disney Worlds into two chapters each, to hopefully keep the individual chapters to a more manageable length. Don't worry, I won't leave you guys hanging for too long, the next update you see from me will be the conclusion of the Wonderland visit, hopefully I can get it out before the Promised Day (KINGDOM HEARTS 3 IS ALMOST HERE!).**

 **Fun fact, originally I wasn't going to have Scrooge follow Madoka down into the Disney Worlds at all, but after some consideration, and hashing out some ideas with a reviewer by the name of Variable Zero, I settled on this "Mini-Scrooge" thing, which if you didn't pick up on is essentially a Scrooge Funko Pop! figure that can move. Madoka picking up Sayaka's camera was also and idea given to me by a reviewer, OrionGold; thanks for all of the help you two, and I hope you enjoyed this long awaited chapter. Well, until next year, the year of Kingdom Hearts 3, I'll see you all next time. Bye.**


	6. Off With Their Heads!

**A/N: WOOOO! PHOTO FINISH! Well, I'm cutting it a little close here, but I managed to finish the second part of the Wonderland visit before the worldwide release of Kingdom Hearts 3... less then 24 hours before the worldwide release of Kingdom Hearts 3... still, I made it. Anyway, enjoy the chapter, and I'll see you guys at the end.**

 **Disclaimer: I don't own Kingdom Hearts or Puella Magi Madoka Magica**

* * *

 **Off With Their Heads!**

Madoka's breath came out in shallow huffs, her legs feeling weak as a horrifying realization began to dawn on her.

"N-Nagisa-chan… what are you saying?" She managed to choke out, the younger girl oblivious to her mounting terror.

"It's ok, Madoka-nee-chan, you don't have to push yourself like this anymore." Nagisa assured her, apparently interpreting her clear dismay as a fear of combat of some sort. "Once you're back home, everything will go back to normal, Homura-nee-chan said so."

There it was again, the mention of the devil girl that Madoka had run away from. Part of her wasn't surprised, after everything Homura had proven herself to be capable of, there shouldn't have been any doubt that the only way anyone could leave Mitakihara was with Homura's blessing… on Homura's orders.

A knot formed in her throat, her whole body shivering as she lost her voice. She looked back at the Clara Dolls blocking the gate, giggling menacingly as the grip on their weapons tightened, ready to prevent Madoka's escape at all costs. Frozen and mute, it would have been effortless for them to force her to go with them, for them to take her back to the world that acted as a gilded cage for all who inhabited it. Where she would once again have to face her.

Madoka was horrified at the very prospect of facing her again.

"Come on, let's…"

"Now hold on just a moment there, lass." Mini-Scrooge interrupted, hopping out of Madoka's hood and perching himself on her shoulder for Nagisa to see. "I understand that yer in a hurry to get yer friend back home, but there's no need to be so hasty about it." He argued, much to Madoka's surprise and relief.

"Obviously there is." Nagisa replied, shooting the mechanical duck a frustrated gaze.

"Oh?"

"You saw what happened in that fight just now. If it weren't for Nagisa, Madoka-nee-chan would have died! Keyblade or not, it's just far too dangerous out here for her." Nagisa asserted, genuine concern in her voice that made Madoka almost feel guilty for resisting.

"Aye, ye may have a point there." Mini-Scrooge conceded, much to Madoka's dismay. "But ye know lass, that concern yer feelin' right now for yer friend, that's exactly how Madoka be feelin' about the White Rabbit." He quickly added, catching both girls a bit off guard.

"I said Nagisa would take care of it." Nagisa reminded.

"And I'm sure ye would, but what if I told ye that _I_ would bring Madoka home meself." Nagisa's stern expression fell at the hypothetical question. "Would ye really trust me so unconditionally to get the job done, without seein' it with yer own eyes?"

"Well…" Nagisa trailed off, trading an indecisive look with the third Clara Doll, which only shrugged in response. "…Give us a minute." She requested, the two trotting past Madoka to huddle with the rest of the Clara Dolls.

The four of them all whispered to each other, Madoka looking quizzically at Mini-Scrooge who only offered a playful wink in response. Eventually, Nagisa separated from the Clara Dolls, looking to Madoka with a concerned look.

"Madoka-nee-chan, is saving the White Rabbit really that important to you?" She asked.

"Y-Yes, of course!" Madoka replied. "It's like you said, it's my fault he's in danger because I couldn't beat the Heartless. I… I can't just leave him like that, I have to save him." She insisted, a guilty look on her face. Nagisa let out a defeated sigh, but smiled in response.

"Alright, then Nagisa will help you save him!" She declared.

"R-Really!?" Madoka exclaimed with a joyous smile on her face.

"I know Madoka-nee-chan is far too kind to leave without helping her friend." Nagisa said with an understanding tone. "So, if it really means that much to you, we'll help you." She said, the Clara Dolls all offering playful salutes.

"Nagisa-chan…"

"And once he's safe and sound, we can all go home." Madoka's smile immediately fell, her hopes dashed in an instant as she was reminded of the younger girl's motives.

"…R-Right." She hesitantly agreed, but it was enough for Nagisa.

"Well then, let's not dilly-dally and get a move on." Mini-Scrooge spoke, Nagisa nodding in approval.

"Don't worry, Madoka-nee-chan, if things get too scary, we'll protect you." She assured Madoka, the Clara Dolls all taking a defensive position around Madoka. They were like soldiers protecting royalty, but to Madoka they felt more like armed guards escorting a prisoner. "Bye Mr. Hare, Mr. Hatter, thank you for the party!" Nagisa called back to the strange duo.

"Tootle-loo, Alice!" The Mad Hatter called back with a wave.

"Come back soon if you're able, we have an unbirthday to celebrate tomorrow!" The March Hare added.

"It looks like we bought ourselves some time, lass." Mini-Scrooge whispered to Madoka. "But ye better start thinkin' about how yer gonna get outta this." He advised her.

Madoka just gave a nervous nod of her head in response. She knew this wasn't a permanent solution, that it would only last until they rescued the White Rabbit, and she dreaded the moment she would need to confront the issue with her friend again.

Without a word more spoken between them, Nagisa led Madoka back into the forest, the Clara Dolls marching at their side, forcing Madoka forward.

* * *

Madoka wasn't the most self-confident person in the world, but even she knew by now that she wasn't so fragile as to need protection from garden variety Heartless. And yet, here she was, standing behind two protective Clara Dolls while the third and Nagisa fought off a Large Body and a few Shadows further up the path. She didn't exactly relish her battles with the Heartless, they were a danger and a nuisance she could do without, but somehow, being relegated to the back of the party like this irked her in a way she didn't expect it to.

' _I've fought worse before…_ ' Madoka found herself thinking every time they stopped like this. ' _She's_ seen _me fight worse before!_ ' She argued in her head, thinking back to the battle with the Dark Follower over the Keyhole of their world.

"Ok, it's all safe now!" Nagisa called back to them once the Heartless were all defeated. On her order, the Clara Dolls relaxed their stances and allowed Madoka to approach, once again taking their posts behind her as the party moved forward. Nagisa always walked a few paces in front of Madoka, looking out for danger, or any sign of the White Rabbit as she promised.

Eventually, their path had led them out of the forest, the party coming upon what seemed to be a humongous maze, its walls made from neatly trimmed hedges, and in the distance they could see the top of a castle.

"Oh my, this certainly wasn't here on me last visit." Mini-Scrooge said.

"Are you _sure_ you saw the Heartless go this way?" Nagisa asked one of the Clara Dolls, the creature replying with a nod of her head. She let out a sigh. "Well, I guess that means we'll have to go through this maze."

"Fret not lass, if yer lookin' to complete a maze, there be an easy little trick to it." Mini-Scrooge said, flying off of Madoka's shoulder over to the maze entrance. "If ye follow the left wall, ye'll reach the end eventually. Not the most timely solution, but it beats gettin' lost." He explained as he brushed the left wall with his wing.

"Oh, that's really helpful, I was worried what would happen if we got lost, or worse, separated." Nagisa expressed her relief. Mini-Scrooge only gave an awkward chuckle, knowing full well of Madoka's irritation with her mind set.

And yet, Madoka remained quiet, keeping her complaints to herself as she followed her escorts into the maze. The old duck's advice proved invaluable, as the maze consisted of various twists and turns that would have been impossible to navigate were they simply to guess at which path to take.

For what felt like the hundredth time that day, Madoka opened her mouth to speak, but the words died on her tongue as she watched the younger girl caress the left wall as they traversed the maze. There were so many things she wanted to ask, so many things she wanted to say, but she couldn't summon the courage to ask them. However, she knew that she needed to ask them, she needed to know what Homura had done to her and how, she couldn't _stand_ not knowing.

' _But, would it be suspicious if I asked?_ ' She wondered. Such was the root of her hesitation.

From what she could tell, Nagisa did not see Homura as a threat at all. Would she even answer any questions that suggested otherwise? Would she consider asking a form of resistance and try to silence her? There were just so many things that could go wrong, yet she knew that she couldn't stay quiet. If she wanted to get out of this mess she was in, she needed to know just what the situation even was. She took a deep breath, and then she spoke.

"Um, Nagisa-chan?" Madoka nearly whispered, the girl in question casually humming in response. "I… I was just wondering… how are you able to fight against the Heartless?" She finally, _finally_ asked. It was probably the safest question, nothing to suggest that she was in the wrong for wanting to protect her, or that she may be working for the villain in all of this. It was just simple curiosity.

"Oh, that's right, I forgot you wouldn't know about that." Nagisa replied almost whimsically, stopping and turning around to face Madoka. It seemed she hadn't stepped on a landmine yet. "Well, to put is simply, I can fight because of this." She said as she raised her hand, showing off the single ring on her left ring finger.

"Your… ring?" Madoka said, unsure what she was supposed to see. However, upon closer inspection, she noticed a key difference between the ring she was shown back in Mitakihara, and the ring she wore now. Engraved on the silver surface of the ring was a series of black letters, bold and stylized, starting and ending on either side of the white gem held in it.

"It's not _just_ a ring, it's a _magic_ ring!" Nagisa corrected with a playful smile.

"Magic?" Madoka wondered out loud. Her mind immediately went to Merlin, and the Blizzard Spell he had taught her, of the various forms of magic she had seen Sora use in her memories of him. And yet… none of it seemed right to her, and it certainly didn't explain the anxiety that pooled into her gut at the sight of the magical trinket.

"Yep, see?" Nagisa took her hand and placed it on the hedge wall beside them, the gem on her ring beginning to glow a bright white. Streams of white energy flowed from the ring into the leaves of the hedge, expanding them into beautiful, bright red roses.

"Wow~!" Madoka gasped in amazement, Nagisa picking one of the roses and handing it to her.

"Here, try one." She offered, confusing Madoka for a moment. She took the flower in her hand anyway, noticing that the petals were not the light, thin, organic sheets that she expected them to be. They were hard, solid, and slightly translucent, and despite not spending long in her hands, it already began to feel sticky.

"It's…" She took a tentative lick of the flower, her eyes widening at the sweet, fruity flavor. "Candy!"

"And now…" Nagisa started as she took another rose from the vine. A single flash of light from her ring later, and Nagisa was then holding a piece of cheddar cheese. "This one is cheese!" She declared before flinging the entire piece into her mouth, chewing happily as Madoka giggled at the content hums she made. "See... magic…" She said as she swallowed.

"Aye, that be magic alright." Mini-Scrooge concurred, flying over and examining the unnaturally grown flowers.

"That's incredible Nagisa-chan! All I can do is freeze stuff." Madoka humbly admitted, Nagisa's talent clearly surpassing hers, and perhaps even Sora's. However, her light-hearted amazement wasn't enough to make her forget the lingering question that plagued her mind. "But, how did your ring become magic?" Back in Mami's apartment, all of her friends showed clear ignorance as to even the origin of their favorite accessories; were they magic the whole time and they just didn't know it, or maybe they did know it and were just keeping it from her.

' _No, Sayaka-chan and the others wouldn't do that!_ ' She immediately dismissed the idea, and that only left one other option.

"Well, that's a bit of a longer story." Nagisa said, Madoka's silent response prompting her to continue. "You see, when you defeated the giant Heartless back home, the Heartless didn't… completely go away."

"What?!" Madoka gasped in shock, her face falling into a pained and worried look.

"No, no! Don't worry Madoka-nee-chan, it's not what you think!" Nagisa insisted frantically, replacing Madoka's terror with confusion. "When you defeated the greater Heartless, it did stop the massive Heartless incursion from getting any worse. Most of the lesser Heartless disappeared with their leader, and the ones that are left are easy enough for Homura-nee-chan to deal with on her own. Don't worry, thanks to you, our world isn't in danger anymore." She explained, a wave of relief falling over Madoka. However, she didn't miss that one crucial detail Nagisa had slipped in.

"So, Homura-chan is dealing with the Heartless now?"

"Yes, it turns out she's someone really powerful." Nagisa confirmed. "She's the guardian of our world, and an overseer of magic, sort of like a… guardian angel!"

' _Angel?_ ' Madoka questioned in her head. She recalled her last confrontation with Homura; the way she fell all of her friends without so much as blinking, standing remorselessly before their unconscious bodies and prepared to do the same to her. She could hardly call someone like that a guardian angel.

"Once she realized that you disappeared from Mitakihara, she put some of her power into our rings so that we could help her look for you." Nagisa told her.

It made sense, the rings had obviously changed since Madoka left Mitakihara, and she knew that they wouldn't have let her fight all by herself if they could fight as well. It was a sensible explanation.

' _But… then why were the Heartless after their rings?_ ' Madoka questioned in her mind. From what she could tell, Nagisa was under the impression that the rings were completely ordinary before Homura had gotten to them, and she feared what might happen were she to point out such a clear contradiction in the explanation.

"But, why would Homura-chan want to look for me?" She asked instead. Nagisa clearly trusted her, and so she was curious as to what the younger girl thought Homura's motives were.

"Guilt, mostly." Nagisa replied with a sympathetic look on her face. "She's the protector of our world after all, so Nagisa can't blame her for feeling guilty about letting that responsibility fall onto you, Madoka-nee-chan. Not only did it put you in danger, it ended up making you disappear from Mitakihara. She was worried sick when she couldn't find you, we all were." Nagisa's face fell, the Clara Dolls all exaggeratingly crying in the background.

"Nagisa-chan…" She didn't doubt for a second that it was the truth, they were friends after all, which made it all the more heart wrenching that Homura was taking advantage of that.

 _I did it for_ you _… Everything I've ever done was for you, Madoka…_

' _This… is also because of me…_ ' She thought, feeling her own guilt rise to new heights.

"But it's ok now! Nagisa found you, and once we take care of your rabbit friend, we can all go home, and that'll be the end of it." Nagisa assured with a comforting smile, which only made Madoka's heart sink even lower.

"Nagisa-chan, I… I can't…" She struggled for a response.

"WHO'S BEEN PAINTING MY ROSES RED!?" A loud, enraged voice bellowed through the Maze, nearly making the very earth shake with it.

"W-What was that?" Madoka pondered out loud.

"Oh heavens above, no. Anythin' but _her_!" Mini-Scrooge groaned on her shoulder.

After a moment's hesitation, the girls pressed onward, soon coming to a small courtyard within the maze, a few rose bushes strewn all about. The flowers themselves were all dripping with red paint, a single unfinished rose revealing that they had all been originally white.

However, the group's attention was drawn to the scene of what seemed to be three anthropomorphic playing cards groveling before a rather large woman, her red and black regal outfit and crown atop her head making her out to be some kind of royalty. Behind her were a quartet of red playing cards, all of them hearts, standing at attention with spears at the ready.

"Well, out with it then, or _ALL of you_ will lose your heads!" The woman angrily demanded, waving the short, heart shaped wand in her hand at the groveling cards.

"A queen?" Nagisa wondered as she watched the scene curiously.

"The Queen of Hearts." Madoka offered.

"You know her, Madoka-nee-chan?"

"Uh… no, I just…"

 _Court is now in session… Her Majesty, the Queen of Hearts, presiding…_

"That boy's memories, right?" Nagisa recalled, Madoka nodding her head in approval. The younger girl didn't look pleased with her correct assumption.

"Now lasses, it be best if we find another way around." Mini-Scrooge whispered to them.

"Eh? But Mr. Rabbit…" Madoka protested.

"Trust me Madoka, no good will come from gettin' involved with that irritable queen." He insisted, urgency in his voice that Madoka couldn't argue with.

"Alright, come on, before she spots us." Nagisa softly instructed, the girls and Clara Dolls turning to sneak away.

"Hm? _You_ there!" The entire party halted at the sound of the queen's voice. Slowly, hesitantly, the girls turned to meet the Queen of Heart's narrowed gaze. "Who are you? Who gave you permission to stroll around _my_ garden!?" She demanded.

"Um, w-well, we were just… the white, um…" Madoka stuttered for an answer, looking to Nagisa for assistance, only to gain a nervous shake of her head.

"Why, ye were the one to give us permission, yer Majesty." Mini-Scrooge spoke up, popping out of Madoka's hood and bowing in the air.

"Whaaat~?" The Queen of Hearts quizzically gasped, Madoka and Nagisa exchanging an equally confused look.

"Yes, well, the lot of us were lookin' fer a friend of ours we lost track of, and out of the kindness and generosity of yer heart, yer Majesty let us take a look around yer garden fer any sign of 'em." Mini-Scrooge lied through his mechanical teeth.

"I did?" The Queen of Hearts pondered, scratching her temple with her wand as she attempted to remember the fabricated exchange. The red cards behind her all shook their heads in denial, though luckily she didn't look to them for their insight.

"Ye mean ye don't remember? I would think that a monarch such as yerself wouldn't be so forgetful." Mini-Scrooge taunted, masked under an air of admiration and disappointment.

"Hmm? Of _COURSE_ I remember! My memory is absolutely _perfect_!" The Queen defended herself, the anger quickly fading as a confident, almost smug look appeared on her face. "Of course it was I who gave you permission, what kind of queen would I be if I turned away a request from my loyal subjects?" She cooed, looking at the two girls behind Scrooge almost kindly. "Now run along dearies, and I do hope you find your friend."

" **Y-Yes! Thank you, your Majesty!** " They replied and bowed in unison, playing along with the bluff.

With nothing more than a dainty wave goodbye, the Queen of Hearts returned her attention to her cowering subjects, Madoka and her friends all letting out a long sigh of relief. Mini-Scrooge chuckled softly.

"Typical Queen of Hearts, so arrogant and stubborn that she'd rather admit to something she doesn't remember doin' than entertain the idea that she may have forgotten somethin'." He gloated softly to Madoka. She gave a light giggle of her own in response, the elderly duck proving time and time again that he knew his way around this backwards world they found themselves in.

"Come on, let's keep moving." Nagisa suggested, leading the way out into the clearing.

As expected, the Queen of Hearts paid them no mind as they made their way around her and her card soldiers. There were four paths for them to choose from, one for each face of the hedge wall that bordered the courtyard. Following Scrooge's advice, they stuck to the left, but as they approached the new pathway, so close to leaving the Queen to scream at her poor card soldiers, they were stopped by a quartet of Red Nocturnes appearing in their path.

The sound of them popping into existence seemed to earn them the attention of the red card soldiers. They immediately fell into a defensive formation around the Queen of Hearts, stirring the monarch herself from her irrational tirade just as Soldier Heartless surrounded them.

"Wahhh! An ambush!" The Queen of Hearts cried as she sent an indignant glare at the creatures that dared attack her.

"Heartless!" Madoka instinctively warned. She nearly fell into a defensive stance herself, fingers curling in an attempt to summon the Keyblade, only for the Clara Dolls to protectively force her back into the courtyard.

"Stay back Madoka-nee-chan, I'll handle them!" Nagisa declared, summoning her trumpet from her ring.

"But…" Madoka's protests were halted as the Clara Dolls forced their formation deeper into the courtyard, just far enough so as not to be in the way of either skirmish that was about to unfold.

"How _dare_ you wretched creatures attack me in my own garden! Your heads will _ROLL_ for this insolence!" The Queen roared, her soldiers needing no other signal to begin their assault. "…Well, don't just lay there, _GET THEM!_ " She ordered the three groveling cards, forcing them to spring into action as well.

Madoka could only watch as the courtyard fell into total chaos. The card soldiers all desperately tried to keep the Heartless at bay while the Queen of Hearts just hurled abuse at them, only attracting more. Meanwhile, Nagisa was hard at work dealing with the Red Nocturnes, but with every one she defeated, a Blue Rhapsody popped into existence in its place, much to the younger girl's frustration. Eventually, the Heartless began to subside on Nagisa's front, the girl finishing off the last Blue Rhapsody with a single blow of her trumpet.

"Madoka-nee-chan, hurry, let's go!" Nagisa called, the Clara Dolls stepping aside to allow Madoka to pass.

"But, what about the Queen and the cards?" Madoka said, looking back at the battle raging in the courtyard.

"Those card soldiers are as tough as they come, lass, they'll be fine. But we won't be if we're still here when the Queen is safe and in need of someone to take her frustration out on!" Mini-Scrooge cautioned.

Trusting her guide's judgment, Madoka started towards the pathway, Nagisa and the Clara Dolls urging her forward as they prepared to defend against any attack. However, without Nagisa noticing, a Soldier Heartless appeared in the pathway behind her, immediately leaping to catch her off guard.

"Nagisa-chan, look out!" Madoka cried out a warning, alerting her guardians to the threat. In the heat of the moment, Madoka summoned the Keyblade and shot a Blizzard Spell at it, freezing the Heartless in the air and giving Nagisa enough time to finish it off.

Unfortunately, the remaining Heartless in the courtyard sensed the presence of the Keyblade and immediately shifted their focus to its wielder, leaving the card soldiers in favor of their new prey.

The card soldiers all watched in bafflement as the Solider Heartless viciously attacked Madoka and her party. The Clara Dolls intercepted most of them, but that still left a few for Madoka to fight off herself, falling into combat like it was second nature.

"Hmm? What's this now?" The Queen of Hearts pondered as she watched the pink haired girl guard and counter against the claws of the Heartless. "Where have I seen this before?" She struggled to remember, tapping her temple with her wand as if to force the memory out.

It wasn't until Madoka finished off the last of the Heartless with a wide swing of the Keyblade that it came to her, the weapon's silver blade shining in the sunlight as she finally got a good look at it.

"That… key…" The Queen muttered to herself, a long forgotten grudge coming to the forefront of her memory.

"Are you ok?" Nagisa asked as she and the Clara Dolls surrounded Madoka with concern.

"I'm fine Nagisa-chan, you don't have to worry so much." Madoka assured her, resting the Keyblade over her shoulder in a matter that was uncharacteristically confident.

"…You." The Queen breathed as all of the pieces finally fell into place for her. "It was _YOU!_ " She bellowed, startling the girls back to attention. They couldn't help but take a few nervous steps back as the Queen stomped towards them, face turning red and a scowl on her face. "How _DARE_ you show your face before me again!" She shouted into Madoka's face.

"Eh? What are you talking about?" She asked in confusion, clutching the Keyblade in both hands as if for comfort.

"Ooh, playing coy now, are we?" The Queen of Hearts chided, her glare narrowing on Madoka. "Well you'll have to do a lot better than that to pull the wool over _my_ eyes! I have seen a weapon such as yours only _once_ before, when you were waving it around my courtroom in a clear obstruction of justice!"

"What is she talking about, Madoka-nee-chan?" Nagisa whispered quizzically to her.

"I don't know." Madoka replied honestly, trying to make sense of the monarch's tirade.

 _Who are you…? How dare you interfere with my court…?_

 _Excuse me… but we know who the real culprit is…_

"Wait… are you talking about Sora?" Madoka guessed. It was a ludicrous idea really; surely the queen couldn't have mistaken her for the boy she sought on the grounds of the Keyblade alone.

"AH HA! So you admit it!" Apparently she could have.

"N-No! Please your Majesty, you have to believe me, I'm not Sora!" Madoka pleaded, dismissing the Keyblade so as to not incriminate herself any further.

"Oh really?" The Queen said, clearly still suspicious. "If that's the case… then how do you explain this _wig_!?" She declared, grabbing Madoka's hair by a pigtail and pulling hard.

Madoka cried out in pain, the Queen tugging at her hair stubbornly as it refused to fall off of her head.

"Stop!" Nagisa cried as she smacked the Queen's hand away with her trumpet. "A girl's hair is her very life, how dare you accuse Madoka-nee-chan of wearing a wig!" She reprimanded as she and the Clara Dolls stood protectively before Madoka.

"Not a wig you say?" The Queen of Hearts said as she briefly nursed her hand. "Hmm… Ahh~, I see how it is then; that spikey hair, those big yellow shoes, _that_ was the disguise, and this here is your true appearance!" She accused.

" **WHY?** " Both girls exclaimed baffled by the nonsensical conclusion this irritable queen had drawn.

"Guards, arrest this insolent child! She shall stand trial for her horrid crimes against the crown!" She ordered, the card soldiers brandishing their spears and axes against the defending Clara Dolls.

"A trial?" Madoka repeated, recalling how the trial Sora had walked into turned out.

 _I'm the law here…! Article 29: Anyone who defies the queen is guilty…!_

"That's not fair, it'll just be my word against yours!" Madoka blurted out, the queen going red in the face at the protest.

" _YOUR_ word!? ALL words here are _MY_ words!" She asserted, the sheer force of her shouting making the Clara Dolls lose a bit of nerve and ground.

"Aye, tis true yer Majesty." Mini-Scrooge interjected. "So then it would just be yer word and against yer own word. How are we expected to reach a decision like that?" He turned the faulty logic against her. To the girl's shock, the Queen's face fell into a pensive stare as she fiddled with her wand.

"Hmm… why, that is a problem, isn't it?" The Queen conceded. "But how else are we to prove her guilt?" She pondered, the rest of the card soldiers thinking along with her.

"Now lasses, let's make a run for it!" Mini-Scrooge urged.

Madoka and Nagisa nodded in compliance, turning tail and making a break for the nearest exit as quickly and quietly as possible. However, during their retreat, Madoka heard a familiar sound in the distance; a strange mix of a bouncing rusted spring and a cry for help.

"…Help… HELP!" The White Rabbit cried as he and his captor leapt over the hedge wall and landed in the courtyard, shaking the ground. "Help! Help! Assistance! Oh please, somebody help me!" He cried desperately before the Mad Watch turned back around to face its prey.

"Mr. Rabbit!" Madoka cried at the sight of her endangered friend. However, before she could move to help him, the Clara Dolls stood in her path, trapping her behind a defensive line.

"Finally, we found him!" Nagisa cheered as she took her place before Madoka. "Don't worry Madoka-nee-chan, _I'll_ save Mr. Rabbit!" She declared as she brandished her trumpet.

The Mad Watch on the other hand looked not at all interested, keeping its swirling eyes glued firmly on to Madoka. Still, it scrapped its claws together in preparation for battle, willing to tear through Nagisa and the Clara Dolls if it meant getting to the Keyblade Wielder.

"What is the meaning of this?" The Queen of Hearts said as she took in the scene. She looked between the Mad Watch and the girl that stood accused, a devious smile appearing on her face. "I know how we can settle this matter; trial by _combat_!" The Queen announced as she marched forward and reached over the Clara Dolls, grabbing Madoka by her hood.

"Hey, what are you…!" Madoka's protest was cut short as she was flung over her protective entourage and landed at the feet of the Mad Watch, much to Nagisa's horror.

"Madoka-nee-chan!" Nagisa attempted to rush forward, the Clara Dolls following to protect their charge, only for the card soldiers to cut them off.

"Do not interfere with the proceedings, child." The Queen ordered, gaining a hateful glare from Madoka's friends.

Meanwhile, the Mad Watch seemed almost delighted to have its prey delivered to it. With a sound that almost resembled an evil cackle, it brought its claw down on her, Madoka realizing just in time to roll out of the way and onto her feet.

"This battle shall serve as the girl's trial! Should she defeat her foe, then her identity as the boy with the key shall be proven without a doubt, and she shall be beheaded!" The Queen declared, running her wand across her neck to represent the punishment. "However, should she perish in battle, then she shall proven innocent, and all charges shall be dropped." She added almost kindly.

"So I die either way?!" Madoka exclaimed at the outrageous terms of this "trial".

"That's crazy, there's no way we'd agree to such a trial!" Nagisa objected wholeheartedly.

" _SILENCE!_ You _dare_ defy me!" The Queen screamed indignantly, but this time Nagisa and the Clara Dolls stood their ground.

"Yes, we _dare_!" She challenged, wielding her magical trumpet as the Clara Dolls prepared to do battle with the card soldiers.

"Nagisa-chan…" Madoka said, helplessly watching, as her friend was quite literally about to go to war with the queen of Wonderland.

"Incomin'!" Mini-Scrooge warned, just in time for Madoka to summon the Keyblade and guard against the Mad Watch's claw.

"Please, somebody, _any_ body, help me!" The White Rabbit pleaded from his place on the back of the Heartless.

Madoka's grip tightened around the Keyblade's handle, her eyes narrowing in determination as she pushed against the rusted claw, eventually breaking the deadlock and falling into a defensive stance.

"Nagisa-chan, it's ok… I'll do it." Madoka called back to her friend.

"What!?" Nagisa gasped, she and the Clara Dolls turning their attention to the girl they were meant to protect.

"The Heartless are attracted to the Keyblade, the Mad Watch is probably only here because it noticed me." Madoka explained. "If I don't fight it, if you don't let me fight, it might just run away again, and then we may never find it again. You said you would help me save Mr. Rabbit, so _please_ , let me save him!" She pleaded, staring down her staggering enemy the whole time.

Nagisa was speechless, she had known Madoka for a whole year now, and never had she displayed such determination before, especially in the face of such a scary enemy. She traded a concerned look with the Clara Dolls, but ultimately she dismissed her weapon, the sound of it fading from existence being all the confirmation Madoka needed.

This battle, this trial by combat, it served two purposes for the pinkette. First, of course, was rescuing the White Rabbit, but in doing so, in showing Nagisa that she wasn't the terrified, frail little girl that she seemed to think she was, then maybe she could convince her to abandon her quest all together. It was a long shot, but it was the only option she had.

Madoka dashed forward, the Keyblade at her side ready for a horizontal slash. Unfortunately, the Mad Watch recovered from its daze just in time to deflect the strike with its claws, the force of the block making Madoka stumble back. This proved to be beneficial, as she ended up in a better position to guard against a retaliating swipe of the opposite claw, leaving the creature's face wide open. She prepared a Blizzard Spell, the tip of the Keyblade glowing with sub-zero energy, but just like last time the Mad Watch sensed the danger and turned around to reveal the cowering White Rabbit on its back.

' _No, not again!_ ' Madoka cursed in her head, about to cancel the spell.

"Aim lower!" Mini-Scrooge instructed from her hood. Startled, but compliant, Madoka pointed the tip of the blade at the gear and spring the Mad Watch balanced itself on, freezing the makeshift appendage in place.

The Heartless seemed almost surprised by the sudden change of tactics and immediately began to scratch at the thick ice.

"I'm coming Mr. Rabbit!" Madoka said as she rushed to free the White Rabbit from his bindings.

However, before she could even graze the chains that held him in place, the Mad Watch turned back around, stopping Madoka's approach dead in its tracks. The cover then opened to reveal the watch face, the clock hands moving at different speeds and in different directions, before it fired the Slow Spell at Madoka once again.

"Look out, lass!" Mini-Scrooge warned before Madoka barely managed to roll out of the way of the spell.

However, the Mad Watch immediately fired another wave of magic at her, forcing her back even further, and then even further than that, until she was pushed up against the line of card soldiers that boxed her into the makeshift arena. They pushed her forward, as if warning her that they wouldn't let her escape, the Queen of Hearts cracking an amused grin as the girl stumbled forward.

With that momentary distraction, the Mad Watch managed to crush the ice on its foot and free itself, the watch face closing with a rusted squeak that alerted Madoka of her foe's escape. She immediately tried to freeze it again, but the Mad Watch jumped just in time, avoiding the spell and forcing Madoka to roll away as it came crashing down where Madoka once stood. The creature then began mercilessly clawing at Madoka, sparks flying off the silver blade as she blocked and deflected the sharp slices of rusted metal. However, a single claw managed to get passed the pinkette's defense, slashing across her chest and making her stagger back, allowing the Mad Watch to land another claw swipe with the opposite arm that sent Madoka tumbling to the ground.

"Madoka-nee-chan!" Nagisa cried, only to be held back by the card soldiers.

"Well, perhaps she _is_ innocent after all." The Queen of Hearts commented almost mockingly.

"It's ok, Nagisa-chan…" Madoka insisted as she stood back up and fell back into her defensive stance. "I'm fine. I'm not defeated yet." She declared, glaring at the Heartless.

The Mad Watch jumped over to her, Madoka attempting to freeze it while it was in the air, but the Watch once again turned face, putting the frightened rabbit in the line of fire, forcing Madoka to simply jump to the side to avoid the Mad Watch's descent. Once the spring had touched the ground Madoka fired another Blizzard Spell at it, however, the Mad Watch anticipated the attack and blocked it with its claw, coating it in a wad of ice and snow.

Madoka gasped in surprise at the counter, giving the Mad Watch just enough time to prepare another Slow Spell.

"Madoka!" Mini-Scrooge cried in warning, but it came too late.

The Mad Watch fired the wave of magic at her; catching Madoka in mid-roll and leaving her unable to defend as the Mad Watch flung its frozen claw at her. The ice shattered upon contact with the girl's face, the spell causing her recoil to be as slow as her roll, leaving her open for the Mad Watch to slash at her with the now free claw, and then send her flying back with a slash from the other. The spell wore off just as Madoka let out an agonizing cry, sliding to a stop on the other side of the courtyard.

"NO!" Nagisa shrieked. She summoned her weapon, fully intending on stepping in and saving her, but the card soldiers caught her off guard and held her back by the arms. "Let go, let GO!" She struggled against them, the Clara Dolls pinned down by three other soldiers as the Queen of Hearts watched in almost sadistic pleasure as Madoka struggled to her feet.

"Madoka! Lass, are ye alright?" Mini-Scrooge asked in grave concern.

' _No… no I'm not…_ ' Madoka thought as she supported her weight on the Keyblade. ' _So tired… so hurt… I need a potion, an ether too… but that would just postpone the inevitable_.' She tried everything she knew, fought as hard as she could, but it just wasn't enough. ' _I'm so sorry Mr. Rabbit…_ ' She closed her eyes as she heard the White Rabbit call out to "Mary Ann". ' _I'm so sorry Nagisa-chan…_ ' She could hear Nagisa and the Clara Dolls struggling to get passed the card soldiers. ' _If only I were stronger…_ ' She heard the Mad Watch begin to approach, hopping on its rusted spring and gear. ' _If only I were actually the person the Queen thinks I am…_ ' She could just barely hear the Queen of Hearts let out a mean spirited chortle. ' _If only… if only…_ '

 _If only… I was Sora._

Madoka's eyes fluttered open as she felt a bright light shining in her face. She looked down at the source, the necklace gifted to her by Sid and Merlin letting out a bright, white light as it began to levitate off her chest.

"What's this?" The Queen of Hearts said quizzically as she noticed the glow.

"Nee-chan?" Nagisa said, watching in stunned silence as the glow began to shine brighter.

"Yer pendant… what's happenin' lass?" Mini-Scrooge inquired, staring at the floating trinket in awe.

"I… I don't… wah!" Madoka gasped as the force that was lifting the pendent suddenly lifted her as well, floating just mere inches off the ground. The pendent just kept glowing brighter, and brighter, Madoka's confusion melting into comfort as she felt the energy from the necklace pouring into her heart.

No, that wasn't right. In fact, it was the exact opposite, energy from her heart flowing into the gemstone, turning her very thoughts and memories into physical power. Eventually, the power came forth in a burst of energy, the light blinding the spectators and even pushing the Heartless back. The white strands of energy began wrapping themselves around Madoka's body, transforming her clothes in a way that, somehow, felt oddly familiar to her.

When the light cleared and her feet met the ground again, she stood in a completely different outfit. She wore a red zip up dress with a baggy skirt that reached down to her knees, a blue belt with a silver buckle fastened around her waist. She wore white fingerless gloves on her hands and a matching short jacket over her torso. Her legs were clad in black thigh high socks and on her feet were a pair of oversized, yellow shoes.

"Uhh… huh?" Madoka gawked at her new ensemble. It didn't take her long to recognize it as a feminine take on Sora's outrageous outfit; all that was really missing was the boy's spikey hairdo and crown necklace. "What is this… cosplay?"

No, not exactly. She didn't just look different, she _felt_ different too, whatever damage she had taken was completely healed and she was filled with more energy, more _power_ , than she had ever felt before. Even the Keyblade itself seemed to hum with some unseen energy just waiting to be unleashed, Madoka's grip on the weapon feeling like the only thing keeping it from flying over and taking down the Heartless itself.

"AH _HA_! So the mask finally falls!" The Queen of Hearts bellowed victoriously, drawing Madoka's attention. "It seems than not even a master criminal like yourself could keep up the rouse in the face of certain doom."

"Huh? What are you…?" Madoka tilted her head quizzically at the Queen's words. She looked at the Queen's satisfied expression, then down at the cosplay she had suddenly acquired. Then back up to the Queen, her eyes widening in realization as she remembered what exactly it was she was standing accused of. "N-No, this isn't what it looks like! I-It's just, um… it's cos…!" Her pleas were interrupted when she was forced to leap back out of the way of the Mad Watch's claw.

"Stay focused lass, ye'll never convince her now!" Mini-Scrooge lamented, bringing Madoka's attention back into the fight. "I doubt Merlin would 'a given ye somethin' this flashy fer aesthetics alone, how are ye feelin' lass?"

"I…" Before Madoka could answer, the Mad Watch lashed out at her again, its claw meeting the blade of Keyblade as Madoka almost effortlessly deflected the strike. However, it just kept coming, clawing at her with a renewed ferocity, sparks flying as Madoka defended.

Madoka was astounded with herself, with how quickly and more seamless her movements have become. Everything that she had borrowed from Sora, his power, his technique, his reflexes; they were all turned up to eleven. She was as much "Sora" as she could be without actually becoming Sora.

' _I… I can do this!_ ' She declared to herself, ducking under a claw and stepping into the Mad Watch's guard. With a loud grunt, she landed a powerful upward slash on the Mad Watch, sending it stumbling back but its flailing claws prevented Madoka from capitalizing on the opening.

Instead, she lowered into a defensive stance, awaiting its inevitable retaliation. It came in the form of the Mad Watch extending its claws and spearing them forward to skewer Madoka where she stood, the pinkette jumping high up into the air to avoid the attack. Madoka felt the Keyblade hum with power, allowing it to take form as a bright light collecting at the tip of the blade that she aimed at the Mad Watch. Of course, the Heartless went on the defensive, turning to reveal its hostage in hopes of dissuading her from the assault.

However, Madoka remained unfazed, the light expanding into a series of lasers orbiting a ball of light, growing more intense the longer it charged. She had thought back to Nagisa's confrontation with the Heartless, how she managed to do damage with those homing bubbles of hers, and thus this technique came the forefront of her mind.

 _Ragnarok_

"Take this!" She declared as she unleashed the flurry of lasers from the Keyblade. The White Rabbit screamed at the sight of the projectiles approaching, shutting its eyes in terror only for the lasers to fly passed him and instead impact the face of the Mad Watch.

With the enemy stunned by the damage, Madoka fell back to the ground and dashed forward, and with one precise swing of the Keyblade she cut through the chains, the White Rabbit falling free from his bindings with a grunt and a gasp.

"Are you ok Mr. Rabbit?" Madoka kneeled down to his side, helping the rabbit back to his feet.

"Oh thank you… thank you Mary Ann…" The White Rabbit said between nervous pants. However, the moment was cut short when Madoka was forced to push the White Rabbit out of the way of a claw swipe, barely managing to guard against it with the Keyblade.

"Get back Mr. Rabbit, it's still really dangerous!" She warned as she pushed against the Mad Watch's claw. Unfortunately, the warning fell on deaf ears as the White Rabbit simply curled up into a ball and cowered on the ground. "Mr. Rabbit?" No response, the attention she allotted towards him making Madoka give some ground against the Mad Watch as it pushed against the Keyblade.

Madoka knew she wouldn't be able to fight the Heartless _and_ properly defend the hysterical rabbit; she had to defeat the Mad Watch then and there. Tightening her grip on the Keyblade and letting out an effortful grunt, she managed to win the clash against the Mad Watch, sending it hopping back as it attempted to stabilize itself. She needed to act quickly, to capitalize on the opening before the Mad Watch could retaliate and draw out the fight or even flee.

The Keyblade hummed with power again as another technique came to Madoka's mind, as if it were a part of her arsenal all along. She widened her stance, rooting herself to the ground as the Keyblade began to give off a subtle glow. The moment the Mad Watch steadied itself and met Madoka's gaze, she threw the Keyblade at it, the weapon flying through the air with a perfect spin and completely demolishing the rusted arms that came up in an attempt to block the attack.

 _Strike Raid_

However, Madoka didn't stop there, calling the Keyblade back to her in a flash of light before hurling it again, the Mad Watch just barely managing to clumsily jump over the attack. And yet, the moment it had cleared the projectile, Madoka brought it back to her hand, only to throw it a third time, catching the Mad Watch on its descent and shattering the possessed body into a burst of shattered glass and broken gears and springs.

Out from the wreckage came the Possessor Heartless. No longer fit for combat, it attempted to flee, floating away ominously over the heads of the spectators. However, Madoka wouldn't allow it, summoning the Keyblade back into her hand, the glow intensifying as she threw it a fourth and final time. The Keyblade spun so fast that it resembled a single glowing disk as it sliced the Possessor right in two, its body fading into black mist as the spectators all ducked under the light that arced from the weapon upon impact.

Madoka let out a few tired pants before bringing the Keyblade back into her hand, standing victoriously with the weapon resting on her shoulder.

"My… watch…" She heard a whimper, turning around to see the White Rabbit stand in stunned silence over the remains of the pocket watch. "Oh, my _watch_ ~…" He sniffed, tears spilling from his eyes as he collected the shattered remains of his most treasured possession.

Madoka's heart sank; in the heat of the moment she had all but forgotten that the Possessor Heartless possessed the White Rabbit's beloved pocket watch. A regretful frown appeared on her face as she dismissed the Keyblade, her clothes returning to normal along with it.

"Mr. Rabbit, I'm…" She was cut off when she felt a sudden wave of fatigue hit her all at once. Suddenly, all of the power and energy she had fled her body along with her Cosplay, forcing her to her knees in exhaustion.

"Madoka? Lass, are ye alright?" Mini-Scrooge asked from her shoulder.

"…Mary Ann?" The White Rabbit finally took notice of the panting girl kneeling beside him.

"The trial by combat has reached its conclusion!" The Queen of Hearts announced.

"Trial?" The White Rabbit said, completely unaware.

"And now, for the verdict." The card soldiers all stepped aside, allowing the Queen of Hearts to march forward to give the verdict. "This court finds the defendant… _GUILTY_ as charged!" She declared, pointing her wand down at the exhausted girl accusingly.

"No… your majesty, please…" Madoka begged, lifting her head just enough to meet the Queen's smug gaze.

"For the crimes of obstruction of justice, aiding and abetting a criminal, and defiance of the royal court, I hereby sentence the defendant… to _DEATH_!" She shouted, shaking Madoka to her very core.

"Wait!" The White Rabbit exclaimed, standing in between Madoka and the Queen.

"Hmm? And what do _you_ want?" The Queen inquired, looking down upon her loyal subject with little more than impatience and irritation. "Have you something to say?"

"Y-Y-Yes, your Majesty, I do." The White Rabbit replied with a cordial bow, shaking like a leaf. "Now, I'm not entirely sure what it is that's transpired here today, b-but certainly there must be some kind of mistake. Mary Ann…"

"Mistake?" The Queen interrupted, immediately silencing him. "Are you accusing _me_ of making a _mistake_!?"

"Why, no, no no no, n-not at all, your Majesty, y-your grace." The rabbit quickly denied, beads of nervous sweat rolling down his face. "What I'm simply trying to say is that I don't believe that dear sweet Mary Ann could've done anything to warrant a… b-b-beheading."

"Well, _I_ say she has, and the _Queen's_ word is _LAW_!" The Queen shouted, the White Rabbit shivering in absolute terror at his ruler's anger. "Are you speaking out against your queen?"

"No! N-Never, your Excellency, b-b-but…"

"But _NOTHING_!" The queen shouted in the rabbit's face, the sheer force of it sending him tumbling back against Madoka's exhausted form. "If you wish to speak on behalf of this criminal, then you are just as guilty as she is! Guards, OFF WITH THEIR _HEADS_!" She howled, her face turning beet red.

The card soldiers started marching forward on the Queen's order, their weapons at the ready to apprehend them both. Madoka struggled to her feet, her legs buckling under her own weight and her shoulders shivering with fear. She was far too exhausted to put up a fight, or even try to make an escape; all she could do was stand there and wait to be captured, along with the terrified rabbit whose only crime was coming to her defense.

"Run for it!" Nagisa suddenly cried. It was then that the card soldiers stopped their approach, on account of each one having to evade a bubble that homed in on them. Nagisa and the Clara Dolls all stepped forward, standing protectively between Madoka and the Queen's guards.

"Nagisa-chan?"

"Hurry, take the White Rabbit and run, Nagisa will hold them off!" The younger girl ordered, blowing into her horn to send the bubbles back on the attack, occupying the card soldiers.

"…Ok, thank you, Nagisa-chan." Madoka complied, receiving a nod from Nagisa in response. She didn't like having to leave her behind, but she knew that she was in no condition to fight at the moment. She and the White Rabbit needed to escape. "Come on Mr. Rabbit." She said as she summoned what was left of her strength to rush to the nearest exit.

"Oh dear, oh dear, oh dear, look what has become of us, fugitives of the crown!" The White Rabbit rambled to himself as he followed after the pinkette.

"You imbeciles! Stop playing around with bubbles and seize them!" The Queen angrily ordered. The soldiers did as instructed, standing their ground and safely popping the bubbles with their weapons before focusing back on their adversaries. Madoka and the White Rabbit kept on running even as they heard the queen shout out another order.

" _OFF WITH THEIR HEADS!_ "

* * *

The sounds of frantic combat began to dim as Madoka and the White Rabbit ran through the maze. They paid little attention to where they were going; hoping only that wherever they went would be safe from the wrath of the Queen of Hearts. They encountered a dead end or two, but eventually they stumbled upon an exit, the hedge archway leading them into what was likely the most bizarre place Madoka had seen yet.

Madoka felt like an insect in the oversized room, which would have been rather quaint if it were sized properly. There was an unlit fireplace and stove attached to a wall, with an oversized chair not too far, next to a cupboard that housed several books to read. At the center of the room was a large white table that may as well have been a two-story building for how it towered over her, and the door that lay behind it was far too large to consider opening it to exit. They had entered through a small passage that was made right next to the actual door, properly sized for them, but eternally locked as Madoka recalled from Sora's memories.

With no sign of the queen or her cohorts, Madoka and the White Rabbit finally collapsed from exhaustion, Madoka sitting down and leaning up against the bed that was folded up unnaturally against the wall.

"Worry not, lass. We should be safe here, for now." Mini-Scrooge assured her as he hopped out of her hood and waddled onto the floor. "Ye best get some rest now, ye look positively tuckered."

"I… I guess Sora's full power… was a bit too much for me." She lamented between tired pants.

"Aye, so it seems." Mini-Scrooge concurred, Madoka's head falling in response. "But don't let it discourage ye lass, ye'll get used to it in time. But fer now I suggest ye save that little trick fer when things get dire."

Madoka agreed with a nod before leaning her head back against the wall to try and catch her breath. She recalled from Sora's memories, during what she'd been calling his second journey, that there were times when he would summon forth great power in times of crisis, but only in short bursts, returning to a sort of default state soon after. However, she didn't think those "Drive Forms" tired him out the same way her little "Cosplay" did, though whether that was a difference in their powers, or just their constitution, she couldn't tell.

As she thought on it, she managed to take a short nap, only to be woken up by the sound of a loaded spring and a frustrated groan. She looked over to see the White Rabbit sitting at her side, his hands buried in the shattered remains of his pocket watch. From what she could tell, he seemed to have collected every single piece of it, though the shattered glass was piled off in a separate pile for safety reasons. It seemed like he had hastily pieced together the brass body and had moved on to trying to fit the broken wheels and springs into place.

"Uh, so, this one goes here."

"I think _this_ one goes _there_ , actually."

"Oh, yes, yes, of course."

Mini-Scrooge was aiding in the reconstruction, but for every gear they put into place, another would fall out, and then a spring would unwind, knocking even more pieces out of place. At one point it seemed like they had finally at least put all of the pieces inside the body, only for the whole thing to fall apart, the White Rabbit letting out a sad little cry.

"Oh, my poor watch."

"Aye, I'm afraid there's no savin' it." Mini-Scrooge deplored, making the White Rabbit whimper as he collected the pieces back into a misshapen pile.

"*sniff* And it was an unbirthday present too." He wept with a quivering lip.

"I'm sorry, Mr. Rabbit." Madoka said, scooting over to him and gaining his attention. "I said I would help you find it, but I ended up breaking it instead."

"Oh, no. Don't you fret about it Mary Ann." The White Rabbit insisted after wiping away his tears with a sniffle. "I'm the one who should be apologizing."

"Huh? Why would you need to apologize?" Madoka asked in confusion.

"Well, if I had taken better care of your present like I said I would, we wouldn't be in this mess in the first place." He explained, looking down at his broken watch in shame.

" _My_ present?" Madoka said quizzically, realizing a second later what he must have meant. "You mean Mary Ann gave you that watch?"

" Why, yes, yes you did." The White Rabbit confirmed. "I remember it like it was yesterday, it was right around the time when I was first appointed as the herald for her Majesty the Queen. Oh, what a stressful time it was, I can't imagine you were very fond of me back then Mary Ann, what with how hard I worked you." He looked down at the pile of broken parts in his lap, a nostalgic smile crossing his features.

"And yet, after a particularly hard day, you threw me a wonderful unbirthday party, and gave me this watch to assist me in managing my busy, busy schedule. It was such a thoughtful gift, and I promised you I would take good care of it… oh, I'm _so_ very sorry Mary Ann."

"Mr. Rabbit." The White Rabbit didn't look at her as he apologized, and somehow, Madoka felt that wasn't purely out of shame or guilt. He wasn't apologizing to Madoka; he was apologizing to Mary Ann, the _real_ Mary Ann. The way he told his story, it didn't feel like he was reminding a friend of something they had forgotten, but rather telling a stranger about a treasured memory. Madoka let out a warm smile, the White Rabbit's mind may have mistaken her for his friend, but his heart knew better.

"I think Mary Ann would forgive you." She asserted much to the White Rabbit's surprise. "Even though you carried that watch everywhere you went, you kept it clean and shiny."

"Aye, I dare say it looked better than new." Mini-Scrooge added. "That takes a lot of love and care."

"It's sad that your prized possession was destroyed, but… I think Mary Ann would be happy knowing that you're ok." Madoka said with a kind, honest smile. The White Rabbit looked up at her, then back down to the pile of rubble that was his watch, and then went back to return that smile.

"Thank you for the kind words, Mary Ann."

"Hihi, you're welcome, Mr. Rabbit."

"Madoka-nee-chan!" Madoka looked back to the door they passed through and saw Nagisa running through it, her face a mixture of concern and relief.

"Nagisa-chan!" Madoka replied as the smaller girl leaped into her arms in a tight hug.

"Are you ok?" Nagisa asked as she pulled away, still looking incredibly worried.

"Yeah, thanks to you. I don't know what I would have done without you." Madoka admitted, recalling how close she had come to being beheaded. It was then that she noticed that a few other members of their party were missing. "Where are the Clara Dolls, are they ok?"

"Oh, they're fine, they're just keeping the queen and her guards busy in the maze." Nagisa explained, Madoka letting out a relieved sigh. Creepy creatures as they were, she still would have felt bad if they had lost their lives trying to defend her.

"Once they lose them and make it back here, we can finally go back to Mitakihara." Madoka's expression fell at the reminder of her dilemma. Nagisa had made good on her word to help her save the White Rabbit, and now that he was safe and sound there was nothing left keeping them here. Now, Nagisa would take her back to their home world.

"I'm just so glad you're ok, I don't think I would be able to face Homura-nee-chan if I let anything happen to you."

Correction, she would be taken back to Homura.

"Lass." Mini-Scrooge whispered to her, urging her to make a decision.

"Um, Nagisa-chan…" Madoka began, her friend looking up to her curiously. She had to think of something, anything that could buy her more time, a reason that they couldn't go back just yet. "What… what about Sayaka-chan, you said you came here with her, right?" She recalled, having nearly forgotten that her best friend was probably still out there somewhere, looking for her.

"Yes, but don't worry about her, after the Clara Dolls send us back home, they can look for Sayaka-nee-chan and take her back later." Nagisa casually deflected the concern.

"B-But…" She needed something else, another distraction that couldn't be ignored. Her eyes wandered back to the White Rabbit, who had been quietly standing off to the side, politely staying out of their conversation. "But the White Rabbit is still in danger! Because of us, the Queen of Hearts is after him, we can't just leave him as a fugitive of the law!" Madoka rebuked, the rabbit crying out in shock.

"Gah! That's right, I'm a fugitive, a wanted rabbit! Oh, the Queen will have my head for sure!" He moaned in terror, Madoka hoping against all hope that the performance would sway Nagisa.

"Hmm, I guess you're right." Nagisa conceded, Madoka letting out a sigh of relief. "Then, why don't we just take him with us?" Madoka's heart skipped a beat at the sudden suggestion.

"What? W-We can't!" Madoka argued, her eyes wide in desperation. "It's… i-It's against the rules." She tried to explain, unable to go into the fragility of the world order with the White Rabbit in earshot.

"But he can't live here anymore with the Queen after him, right?" Nagisa said. "So the safest thing we can do is just take him with us. It won't upset "the rules" if he never comes back, and I don't even think he'll notice if he's gone, what with his madness and all."

"But…" Nagisa's argument was ironclad, and even if Madoka could counter, she didn't have an alternative solution, making it less than likely that Nagisa would be convinced. That was it, there were no excuses left, it was either except her fate and return with Nagisa… or resist.

"Don't worry, I'm sure Homura-nee-chan will understand, she is a guardian angel after all." Nagisa added, hoping to calm Madoka's nerves.

It had the exact opposite effect, Madoka's heart beating a mile a minute once she realized what it meant for the White Rabbit if they were to take him back with them. She recalled her friends laying on the ground motionless, the devilish girl free to do whatever she wished with their thoughts and memories. She remembered how it felt for the girl to impose her will on her, the cold, terrifying isolation as her heart was engulfed with her darkness. Her gaze fell on the White Rabbit again, his figure trembling in fear of what the queen will do to him… and yet Nagisa suggested what was at best the lesser of two evils.

That was the final straw.

"No." Madoka stated, plain and simple for Nagisa to hear.

"What?" Nagisa said, clearly caught off guard.

"I'm sorry, Nagisa-chan, but I can't go back, not yet." Madoka looked Nagisa straight in the eye, conveying her uncharacteristic determination to the confused younger girl.

"W-Why not?" Nagisa demanded. "Aren't you scared being so far away from home? Don't you miss us, your friends, your family?"

"Of course I do! Believe me, I _want_ to go back." Madoka admitted solemnly. "But… But I can't, not while Homura-chan is…"

"Homura-nee-chan?" Nagisa said with a quizzical tilt of her head.

"…Nagisa-chan, please listen to me, whatever Homura-chan told you, it was a lie." Madoka finally revealed, Nagisa staring back at her in shock and confusion. "I don't know all of the details myself, but Homura-chan is not a guardian angel. She doesn't care about protecting our world, or the people who live in it, she only cares about controlling them, controlling _us_!"

"What?" Nagisa looked at Madoka with a confused expression, as if she couldn't even comprehend what she was trying to tell her. "Nee-chan, you're not making any sense."

"I _know_ , but it's the truth!" Madoka asserted, unwilling to back down this time. "Homura-chan is not on our side, it's just like Sayaka-chan is always saying! She's… a devil!"

"Devil?" Nagisa breathed, the puzzled look on her face never fading. "But she…" She was cut off by Madoka stepping forward and placing her hands on Nagisa's shoulders, her eyes pleading as they gazed straight into Nagisa's.

"Please Nagisa-chan, you _have_ to believe me. If we go back, Homura-chan will make us forget, she'll get rid of Sora's memories and maybe even the Keyblade; then, there'll be no stopping her, we'll be trapped under her spell forever!" Her grip on Nagisa's shoulders tightened, shaking the younger girl slightly to convey her seriousness. "Nagisa-chan, if you and Sayaka-chan really want to help me, to help _everyone_ back home, than come with us. If we find Sora, he'll be able to help us, I know he will… _please_." She pleaded one last time.

Nagisa was shook, literally and figuratively, a shocked expression coming over her face as she processed everything her friend had told her. Eventually, her expression fell, her gaze traveling from Madoka to the floor as a solemn expression graced her features.

"So, it's true." She said, barely above a whisper. Madoka couldn't respond before Nagisa pushed her hands off her shoulders, the younger girl refusing to look up at her as she walked passed. Madoka turned to look at her small back. "She said you might resist. Nagisa didn't want to believe it, but…"

"Nagisa-chan?" Madoka said warily.

"Madoka, I think we better get goin'." Mini-Scrooge advised, sensing the same danger that Madoka did. She turned to run only to find a transparent barrier blocking the exit, trapping her and the White Rabbit in the bizarre room.

"Fine then." Nagisa said, Madoka turning her attention back to her. "If you don't want to come back…" Nagisa turned back around, a determined look on her face as she raised her hand and presented her magic ring. The ring began glowing, and in a flash of light it completely changed shape, taking on the form of a white, ovular crystal placed within a golden casing, floating above her outstretched hand. "…Then Nagisa will just have to _take_ you back!"

Nagisa raised her hand straight up into the air, her body lifting off the ground as the crystal began shining with power. Out from the crystal came a multitude of cakes, pastries, and of course cheeses, orbiting Nagisa as she twirled in the air. The foodstuffs all began colliding with Nagisa's body, transforming her clothes with each impact. On her head was a brown hat that had a pair of subtle animal like ears on either side, and around her torso was an orange shawl with white fur lining, held together by brown buttons. She wore a brown skirt held up by brown suspenders, and her legs were clad in black tights with pale polka dots and orange shoes.

"Nagisa-chan… what…?" Madoka gawked at Nagisa's transformation, the girl floating over onto the table in the center of the room, looking down on Madoka from high above. It was strange, Madoka had never seen Nagisa in this strange, "magical girl" attire before, and yet… it seemed unsettlingly familiar. She tried to recall where she had seen it before, reaching for some memory buried deep within the confines of her occupied heart, but all she could come up with were Sora's Drive Forms.

"Oh my word, what's happening Mary Ann?" The White Rabbit asked, taking notice of the young girl's transformation.

Madoka met Nagisa's gaze, regret and hesitation flashing through her eyes before she hardened her glare and summoned her trumpet horn.

"Stay back Mr. Rabbit!" Madoka warned as Nagisa blew into her weapon, summoning four large bubbles that flew all over the room. Nagisa changed the note that the horn played and the bubbles all began to home in on Madoka, the pinkette stepping out of the way of the sluggish projectile before needing to roll out of the way of another.

"Oh my! Oh dear! Oh my fur and whiskers!" The White Rabbit cried as he desperately tried to avoid the stray projectiles that he was unfortunate enough to have come wandering in his direction.

"Mr. Scrooge, please take Mr. Rabbit to cover!" Madoka requested, dodging yet another bubble.

"Aye. Are ye sure ye'll be alright, lass?" Mini-Scrooge asked, clearly concerned with how Madoka will handle battling her close friend.

"I… I'll be ok. I can't let her take me back, not before I find Sora." Madoka replied, her determination clear.

Mini-Scrooge nodded and flew over the White Rabbit, guiding him over to the empty fireplace to take shelter from the impending battle. Once Madoka saw that they were safely behind cover, Madoka summoned the Keyblade and fell into a defensive stance. She stood her ground as one of the bubbles approached, popping it with a quick slash, though the shock of the small explosion made her stumble a bit. She evaded one that came at her from behind before popping it with a solid thrust, following up with a spinning slash that popped the last two remaining.

She turned her attention back to Nagisa, the magical girl clearly surprised by Madoka's skill. Madoka took a deep breath to calm her nerves before charging forward. She jumped in the air, not high enough to reach the table, but enough to put her in range as she fired a Blizzard Spell at Nagisa. However, the younger girl countered by playing a new note on her trumpet, sending a ball of fire shooting out of the horn and canceling out the blast of ice. Before Madoka could retreat, Nagisa fired a few more balls of fire at her, the pinkette managing to evade them all rather easily.

Unfortunately, Nagisa didn't expect them to hit, instead she changed the note she played and the fireballs suddenly expanded into a wall of flame, cutting off half of the room Madoka could move in. She then sent out a few more bubbles, Madoka standing her ground like before to pop them. However, Nagisa suddenly changed the note she played, transforming the bubbles into jagged spears of ice that came rushing towards Madoka. Caught off guard, she narrowly avoided the first spear and just barely guarded against the next, but the force of the recoil left her open for the final two to hit their mark, sending Madoka to the ground in pain.

"Had enough? Just surrender and we can stop this pointless struggle." Nagisa offered, her concerned expression contrasting her condescending words. Madoka offered no response as she struggled to her feet and fell back into a defensive stance. "…Fine." Nagisa lamented before blowing into her trumpet, summoning forth more bubbles.

"Having trouble~?" Madoka heard a whisper in her ear. She turned to find the Cheshire Cat's grinning face, balancing itself on her shoulder, much to her surprise. The shock was enough to make Madoka nearly forget to avoid the ice javelin that came barreling towards her, the rest of the feline's body appearing as she did her best to defend. "Then perhaps you should try fighting on more _even_ ground." The cat said teasingly, Madoka letting out an annoyed grunt as she failed to evade a projectile.

"Well I can't jump that high, so…" Madoka's protest was interrupted when suddenly a white chair appeared beneath the Cheshire Cat, offering Madoka a way up to the table. "Oh… uh, thank you." Madoka hesitantly thanked before charging forward.

Nagisa noticed the approach and threw a few fireballs to keep Madoka at bay. The pinkette managed to block and dodge the attacks and soon enough was able to hop her way onto the chair and then to the table, swinging the Keyblade at Nagisa who caught it on the guard that protected the pistons of her trumpet.

"Nagisa-chan, please, listen to me! Homura-chan is manipulating you!" Madoka said as she pushed down on Nagisa's weapon.

"No… Madoka-nee-chan… is the one being manipulated." Nagisa shot back, struggling against Madoka's superior strength. Realizing she couldn't win the clash, Nagisa changed the angle of her weapon, the Keyblade sliding off her trumpet and allowing Nagisa to flip back and fire a stream of small bubbles at Madoka.

"What?" Madoka gasped in confusion as she rolled out of the way, the two girls staring each other down on opposite ends of the table.

"That boy's memories, his powers, the Keyblade, they're making Madoka-nee-chan do things she doesn't want to do!" Nagisa declared, firing another stream of bubbles that Madoka evaded. "That "Sora" person is making you put yourself in danger, that's why we need to bring you back home, where it's safe!"

' _No, Homura-chan is lying to you, Sora saved me!_ ' Madoka knew it was no use trying to convince her, Homura had her completely convinced that Sora was the bad guy, and that Nagisa was on a mission to rescue her. Honestly, Madoka couldn't fault her for it, she was being manipulated, but she couldn't let her take her back. She needed to win, to escape, and to find Sora.

Before Nagisa could attack again, Madoka shot a Blizzard Spell at her, Nagisa once again countering with a fireball. However, Madoka used the resulting explosion as cover and closed the gap between them, the Keyblade at her side prepared for a powerful thrust that would knock Nagisa off the table.

"Careful~, or you might break _her_ too." The Cheshire Cat taunted, vanishing as easily as he appeared.

The comment made Madoka hesitate, her mind flashing back to how she callously destroyed the White Rabbit's pocket watch in the heat of battle. At the last second, she changed the angle of the thrust ever so slightly that Nagisa was just barely able to dodge it, flipping around her to the other side of the table. Before Madoka could retaliate, Nagisa took a deep breath and blew into her trumpet, summoning a multitude of small bubbles that floated overhead before transforming into a rain of icy stalactites that Madoka could only avoid by jumping off the table. Nagisa followed up with a few blasts of fire that forced Madoka further back, once again putting her at a major disadvantage.

"I'm really sorry, Madoka-nee-chan, but if you really intend to resist this much… then I can't afford to hold back anymore!" Nagisa exclaimed. It was then that Madoka noticed a white, candy shaped crystal on her belt, not unlike the one she used to transform, and upon her declaration, it began to fog up with darkness.

"Nagisa-chan?" Madoka felt a cold chill run up her spine as Nagisa brought her lips up to the mouthpiece, blowing into it and making a low, heavy note.

Madoka stared in horror as out from the horn came a long, worm like creature, far too large to possibly fit into the tiny instrument, and yet there it was. It's long black body was covered in red polka dots, its face a pale white with yellow cheeks and multicolored ringed eyes that swirled with madness. It slithered in the air above Nagisa, smiling down menacingly at Madoka with its tongue partially hanging out of its toothy grin. Madoka could only stare at the monstrosity, it was unlike any Heartless she had seen before, and yet, just as with Nagisa herself, it felt familiar. However, the nostalgia she felt was of a cold, terrifying kind, whatever this creature was, wherever she had seen it before, it had made Madoka fear it, right down to her very core.

 _Charlotte, the Witch of Sweets_

The name came to Madoka, the girl still unable to recall where she had heard it.

However, she wasn't able to reflect on this feeling as Nagisa blew into her horn and sent Charlotte after Madoka. The pinkette narrowly evaded the jaws of the monster, her stomach churning as the sound of its sharp teeth mashing together on the open air. Fortunately, she was able to steady herself and smack Charlotte's exposed face with her Keyblade, making it jump back in pain. Madoka immediately tried to follow up with another swing, but the creature opened its giant maw and bit down on the Keyblade, trapping it in its vice like jaws.

"H-Hey! Let go!" Madoka demanded, tightening her grip on the weapon as she struggled to free it.

The monster seemed to giggle at the demand before it did as was asked, throwing Madoka across the room and sending her slamming into the wall.

"Mary Ann!"

"Madoka!"

She heard her friends cry out to her, keeping her conscious enough to roll out of the way of the beast's follow up attack, slamming its head against where Madoka once stood. However, just as Madoka fell back into her fighting stance, she heard Nagisa begin blowing a series of notes into her trumpet, creating a melody that filled her beast with power.

Charlotte glared down at Madoka before opening its mouth and letting flames spew out, trapping Madoka in a ring of fire that severely hindered her movement. The monster hovered over the mystical cage and began blowing out streams of bubbles at Madoka, the girl desperately trying to evade the attacks while also needing to stay clear of the flames that surrounded her. However, she failed to notice that the bubbles all coalesced into larger bubbles off to the sides, which upon a particularly sharp note transformed into icy javelins that came down onto Madoka.

She managed to block them all, but the recoil she received as they bounced off the Keyblade left her open for Charlotte to come down and slam Madoka into the fiery wall, the girl crying out in agony as she felt the flames bite into her before she fell out the other side, whimpering in pain. Charlotte loomed over her, the intense light of the flames casting it in a terrifying orange glow, the sight of its toothy grin so oppressive that she almost felt like just staying down.

"Out of the frying pan an into the fire it seems." The Cheshire Cat appeared right in Madoka's line of sight. "Perhaps you _should_ consider breaking her, it worked _so well_ the last time."

"No, that was…" The fiendish feline disappeared before she could offer a rebuttal. Still, he had a point; Madoka clearly didn't have the strength to properly battle Charlotte and Nagisa, but perhaps if she used the Cosplay again, she might stand a chance.

But, what if she couldn't control it? What if she got caught up in the battle again and seriously hurt Nagisa… or worse.

"Mary Ann!" The White Rabbit's cry interrupted Madoka's thoughts enough to notice Charlotte about to bite into her, the pinkette just barely managing to roll out of the way. "Mary Ann, don't you listen to that pink stripped degenerate one bit, it will only lead to trouble!"

"But…"

"He's right, lass!" Mini-Scrooge agreed. "I don't know what that cockamamie cat said to ye, but he's no doubt messin' with ye just fer the fun of it!"

"But, what if I hurt her?" Madoka said, once again trying to wrestle the Keyblade from Charlotte's jaws.

"Oh don't be silly Mary Ann, you wouldn't hurt a friend. You didn't hurt me after all, did you?" The White Rabbit easily waved off the girl's concern.

"That… that's right, I didn't." Madoka said, realization striking her. It's true she broke the watch, but that was only because what she was actually trying to protect was already safe and sound. She didn't lose control, the watch just wasn't as important as saving the White Rabbit's life, of course she would go all out to ensure the defeat of the Heartless.

With renewed resolve, Madoka allowed Charlotte to toss her across the room again, her hand moving over her enchanted necklace as she tumbled in the air.

"Please, give me your power again… Sora!" On her command, the crystal let out a powerful light, filling her body with power and immediately stopping her trajectory. Once the light faded, Madoka safely landed back on the ground, once again donning the Sora Cosplay.

"Ha ha, yes, go get her lass!" Mini-Scrooge cheered.

"Good luck, Mary Ann." The White Rabbit added.

Charlotte looked rather displeased seeing Madoka once again borrow Sora's power, as did Nagisa as she played a few more notes to guide Charlotte to attack. Madoka charged forward, meeting Charlotte head on with a swing of the Keyblade, the monster once again catching it in her jaws. Charlotte seemed to laugh mockingly at the straightforward strike, but it failed to notice the red energy that crackled on the blade. With a grunt, the energy was unleashed into a large burst, forcing Charlotte to let go of the blade and stunning it, the only movements it made being painful looking twitches.

 _Stun Impact_

"No, Charlotte!" Nagisa cried, realizing her companion could no longer move.

Madoka, on the other hand, intended to capitalize on the opening, readying her Keyblade as energy began to collect at the tip. She then thrusted forward, Keyblade first, with incredibly speed for a powerful strike on the stunned creature, but the moment she came to a stop on the other side, she immediately changed directions and thrusted again, and again, six times before the light in the Keyblade over flowed and unleashed itself in one final, powerful thrust.

 _Sonic Blade_

With that devastating attack, Charlotte fell over, completely unconscious, allowing Madoka to jump up and climb the length of its long black body back up to the table. Nagisa looked distressed, blowing desperately into the horn to try and get Charlotte to move, but no such luck. Eventually, she decided to cut the creature loose, separating the trumpet from the body, causing it to fade away from existence. But it was too late, Madoka managed to leap back onto the table and immediately swung at Nagisa, the girl just barely managing to step away from the attack.

However, Madoka didn't let up, continuing to slash at her, keeping up the pressure as Nagisa desperately tried to keep blocking and evading the strikes. The younger girl's reflexes were surprisingly good for someone who fought at a distance, but eventually, Madoka managed to knock the trumpet out of her hands, leaving her completely vulnerable.

"I'm sorry, Nagisa-chan." Madoka lamented one final time before the Keyblade began to shine with the power of light. Nagisa could only gasp in shock as the light coalesced into an extended blade on the weapon, Madoka unleashing a powerful flurry of slashes upon the younger girl. Nine, ten, eleven, each slash more powerful than the last, until eventually Madoka completed the combo with a powerful thirteenth slash, the force of which sending Nagisa flying off of the table onto the ground below.

 _Ars Arcanum_

Nagisa struggled to get back to her feet, managing to get onto her hands and knees before her strength failed her, falling back upon the ground.

"Madoka…nee-chan…" She breathed before she lost consciousness, her clothes reverting back to normal and her ring reappearing on her finger.

"Nagisa-chan!" Madoka cried, leaping off the table and rushing to her injured friend. "Nagisa-chan, are you…"

Her approach was suddenly halted as something suddenly came down between them. Madoka stumbled to a stop, her path obstructed by a long, cutlass like sword, thrown so hard that it imbedded itself into the floor and stuck up right at an angle. Madoka looked up in the direction the sword came from, her eyes going wide as saucers, her heart caught in her throat, as she gazed upon a familiar head of blue hair.

"Sayaka… chan?" Madoka choked the name out, as if she couldn't believe it was actually her, and with good reason. The girl standing atop the giant stove was certainly Miki Sayaka, hand outstretch as if to confirm that it was her that threw the sword, but wrapped around the lower half of her face was a strange golden mask, ornate in its design, yet it was obvious that it was uncomfortable to wear. However, what really struck Madoka was her eyes, they were just… empty, completely devoid of anything, like they weren't even looking at her.

Behind her came six Clara Dolls, the three that came with Nagisa, and three more that were apparently accompanying Sayaka, all of them crying as if to mourn the younger girl's defeat. Without a word, Sayaka jumped off the stove all the way over to her discarded sword, pulling it out of the ground and admiring it for a moment.

"S-Sayaka-chan, what happened to…?" She was immediately silenced as Sayaka's soulless gaze turned to Madoka, piercing through her and making her take a frightened step back. Madoka's breathing was hitched, coming out in light gasps as she gazed at the hollow shell that was once her best friend.

When nothing was said, Sayaka turned her attention down to the unconscious Nagisa, kneeling down and hoisting the girl over her shoulder. The Clara Dolls then appeared behind her, two of them planting their shadowy spears into the ground while a third balanced hers on top of theirs, creating a makeshift arch. In the space between the spears, a shadowy portal came into existence, the Clara Dolls all skipping through it before Sayaka turned to enter as well.

"No, wait!" Madoka pleaded, moving to stop them, only for Sayaka to raise her sword against her. The blade stopped right before her neck, the threat clear and forcing Madoka to back away. The blade remained pointed at her as Sayaka carefully stepped back through the portal, disappearing in the swirling vortex of darkness before it and the arch that summoned it faded from existence.

Madoka fell to her knees, even before she dismissed the Keyblade and her Cosplay form, tears spilling from her eyes and dripping onto the floor.

"Sayaka-chan… what… what has she done to you?" She sobbed into her hands, unable to handle such a horrifying sight. As she began to cry, she felt a hand come to rest upon her shoulder, looking over to see the White Rabbit with a sympathetic look on his face.

"Oh, don't cry Mary Ann, I'm sure you'll see those friends of yours again." He attempted to comfort her, once again completely missing the greater context of the situation. Still, the gesture was appreciated.

"Aye, of course ye will." Mini-Scrooge said as he perched himself on Madoka's tear stained hands. "And the sooner we find Sora, the sooner ye can help them, but ye got to stay strong, lass." He encouraged, reaching up and wiping a few stray tears from her face.

Madoka sniffled, whipping away her remaining tears before giving a small nod. It was then that she noticed something, looking passed Mini-Scrooge to an object discarded where the dark portal once was.

"Hey, what's that?" She inquired, brining the others' attention to it.

"Oh my word!" The White Rabbit squealed before rushing over and picking up the item. "It's her Majesty's crown!" He said, holding it up in reverence. Indeed it was the little crown that the Queen of Hearts wore, slightly dirtied before the White Rabbit gave it a little polish. "Why, what's it doing all the way out here?"

"Yes, why indeed." The group turned around to see the Cheshire Cat appear on the table above them. "The Queen of Hearts does love her crown, it elevates her above her subjects you know. Why, I suspect if someone were to take it from her, she would chase them all across the hedge maze to get it back."

"So… the Clara Dolls took it to distract the Queen so we could escape?" Madoka deduced.

"Aye, and I suppose they left it behind since they have no use fer it anymore." Mini-Scrooge added. "Quite the stroke of luck fer our friend here. If ye return that crown to the Queen, she would surely spare ye the beheadin'." He suggested.

"W-Why, yes, what an excellent idea! Let me just make sure it is presentable…" The White Rabbit said as he continued to polish the little crown.

Madoka couldn't help but giggle in delight, relieved that the White Rabbit would be safe after all. However, the light mood was soiled as Madoka noticed the Cheshire Cat had remained on the table, humming a tune to himself, waiting. He knew that Madoka had something to ask him. She knew that he knew.

"Sora… Sora's not even here, is he?"

"Here, there, everywhere. Here one moment and then gone the next. I can certainly guarantee that he is _somewhere_." He answered in his typical, infuriatingly cryptic manner, gaining an exasperated grown from Scrooge. "But, no, I'm afraid he is _nowhere_ here." He finally revealed, his smile unwavering even as Madoka hung her head in disappointment. "Do not fret, lost things are always in very last place you look. After all, once you find them, you stop looking for them." With that taunting factoid and a laugh, the Cheshire Cat faded away, like he was never there to begin with.

"Well, I suppose we best take our search elsewhere then." Mini-Scrooge suggested, perching on Madoka's shoulder.

"Ok… just one second." Madoka requested, turning back and approaching the White Rabbit. "Mr. Rabbit, thank you very much for helping us, but we have to go now."

"…Oh." The White Rabbit said, his face falling a bit, as if for a moment he understood what it was she meant. "Well… do come back soon, I'm sure to be very busy now that I can no longer tell when I'm late." He returned to his airheaded self, and somehow Madoka preferred it as such. It made the goodbye easier. "Well, I best be returning this crown to her Majesty, excuse me." He said as he walked passed them towards the now unobstructed door.

Despite what the White Rabbit said, Madoka still felt guilty about breaking his pocket watch. She wished that she could somehow make it up to him, and that's when she felt the camera that Sayaka had left behind in her pocket.

"Hey, Mr. Rabbit!" Madoka called, trotting up to the rabbit as he turned his attention back to her. Without so much as a warning she kneeled down, threw her arm around his shoulders, and smiled, snapping a picture of them.

"Wah, I'm blinded, I'm blinded! Mary Ann, where did you go?" He cried, blinded by the flash.

"Mr. Scrooge, could you…"

"Aye, say no more lass." Mini-Scrooge said as he pulled a cord out of his back and plugged it into the camera. His robotic body twitched a little bit, eyes flashing, before his head became nearly twice as wide, a high quality photo sliding out of his beak before it returned to normal size. "How's it look?"

"Perfect!" Madoka beamed. "Mr. Rabbit, um… Happy Unbirthday!" She said as she presented the rabbit with the picture. The White Rabbit rubbed his eyes to regain his sight, taking the picture from Madoka and admiring it. "I know it will never replace Mary Ann's watch, but…"

"I love it!" The White Rabbit exclaimed with a single joyous hop. "Thank you Mary Ann, why, I know just where to put it." He gushed with a bright smile on his face that quickly spread back to Madoka.

"Gehihihi, you're welcome Mr. Rabbit."

"Come now lass, the ship is ready fer us." Mini-Scrooge said as a warp point appeared behind them.

"Right." Madoka nodded, stepping onto the glowing circle. "Bye, Mr. Rabbit." Madoka called back to the White Rabbit.

"So long Madoka, do come back and visit again." The White Rabbit called back.

"Of course I… eh? Wait, did you just say my…" Madoka was cut off as she and Scrooge were beamed back up to the ship, the White Rabbit missing the flash of light as he admired his present.

"What a nice girl, she and Mary Ann would get along swimmingly." He mused as he strolled over to the door of the bizarre room, a photo in one hand and a crown in the other.

* * *

' _Take me to Sora._ ' Madoka chanted in her mind, opening a pathway to another world with the Keyblade. She plopped back down on her chair in the Gummi Ship cockpit, feeling rather tired from the little adventure she just had.

"I must say lass, it was very nice what ye did for the White Rabbit." Scrooge said, fiddling with the controls in preparation for launch.

"Well, it was the least I could do to make up for breaking his watch." Madoka insisted, looking down at the copy of the picture saved onto the camera, holding the device almost lovingly. "A keepsake from your best friend could never be replaced."

"Aye, I suppose not." Scrooge concurred before flying the Gummi Ship through the pathway.

As Madoka leaned back in her seat and looked out the window, she caught her reflection in it, her hand coming up to grip one of the bright red ribbons in her hair.

' _That's right, these ribbons were a present from Homura-chan, weren't they, from when I first came back to Mitakihara._ ' Or did she ever leave at all? Such simple facts were now up for debate. ' _I wonder… why I kept them for so long._ '

She pondered the question, she really did, but no answer came to her. Eventually, the thought faded back into her mind as she admired the sight of the Lanes Between, lulling her to sleep.

* * *

 **A/N: Splits world visit into two parts to keep the chapters at a manageable length, second part ends up as the second longest chapter yet... cool.**

 **Well, there you have it you guys, the conclusion of the Wonderland visit. Let me just take a moment to clarify a few things about Nagisa and her allegiance to Homura. If it wasn't clear, the devil did indeed brainwash her, I mean, she didn't change any of her core personality, she only made it so that she was** **unquestioningly on Homura's side. As for Sayaka... well, she's always been a hard one to convince. Also, the little backstory behind the White Rabbit's watch is completely fabricated on my end, there's absolutely no basis for it in the source material, I just took the comment that it was an Unbirthday present and ran with it, let me know what you guys thought about it.**

 **Well, this is it you guys, the long wait is nearly over. For some of you it might already be over, I for one am receiving my copy of the game later tonight since my Game Stop is doing an early release. Still, it's pretty surreal, I honestly don't really know what to say, the next time I see you guys we'll be living in a post-Kingdom Hearts 3 world, it won't be just a concept or a series of sporadic trailers, it'll be real... its almost sad. It's the end of era, not just for the story itself, but for the fandom, we'll probably never feel like this about a Kingdom Hearts title, or any video game for that matter, ever again. But, whatever the game ends up being, whether it lives up to our expectations, falls short of them, or blows them completely out of the water, I can't wait to pour all of that love I feel for this franchise into this story for you to read.**

 **Before I go, I want to say thanks to everybody who has been reading this story so far, and to those of you, however few you may be, who took the time to check this story out when you could be playing Kingdom Hearts 3 instead, that truly means a lot.**

 **Well, that's all I gotta say, this is Monkeycyborgninja, wishing all of you luck in the coming Keyblade War.**


	7. Between Duty and Heart

**A/N: Hey there folks, MCN here coming at you with the next chapter of Reconnect! It's been a little while since I last updated, not my longest hiatus by far, but still a hot minute. Anyway, I have an announcement to make, this story now has a BETA READER! He is another author on this site by the username of Dragonexx, he actually has a story published here and on the Spacebattles forums that has a very similar premise to this one, it goes by the name of "Keys to the Contract", check it out if you haven't already, I highly recommend it. Well, without further ado, let's get to the chapter.**

 **Disclaimer: I don't own Kingdom Hearts or Puella Magi Madoka Magica**

 **Beta Reader: Dragonexx**

* * *

 **Between Duty and Heart**

Darkness swirled around her, or perhaps around the city itself, she didn't know nor care.

Homura was sat up on her little hill overlooking the city, boredom her greatest adversary as she reconstructed Mitakihara for what felt like the hundredth time. It was strange really, every time she took it apart and reassembled it the city always looked just slightly different from the time before, certain details being added or removed as she recalled them. To think that the years she had spent traversing this one city in a hopeless quest to rescue a single girl didn't give her the knowledge to perfectly recreate it on the first try. Perhaps that was why Madoka had left. Apparently Homura's intricately constructed facsimile of the life Madoka had as a human paled in comparison to the adventures she dreamed about; of the memories of a boy wielding a key shaped sword and traveling parallel worlds to fight creatures of pure darkness.

The devilish girl let out a frustrated sigh. Honestly, the whole thing was absolutely ridiculous, even by the standards of her alien-magic filled life, but she knew that the Incubator would never make up such an outrageous lie when asked an honest question; lies of omission perhaps, but never outright falsehoods. It irritated her to no end how highly they thought of themselves for that little technicality.

The ground tore asunder as Homura began resetting her little puzzle, only to suddenly stop, leaving the buildings hanging in the air as she heard a portal of darkness pop into existence behind her. Standing so fast that her chair fell out from under her, her heart pounded in her chest as she watched her minions file out of the black vortex. However, the adrenaline immediately ceased when she failed to find a head of bright pink hair among the new arrivals, leaving only frustration and disappointment. She took in the scene of Miki Sayaka carrying an unconscious Momoe Nagisa on her shoulder, turning her gaze to one of the Clara Dolls that seemed to cower at the attention.

"What happened?" Her voice was flat and emotionless, for in truth she didn't really care for the specifics. They had failed to bring Madoka home, plain and simple. Still, she listened to the Clara Doll regale the events to her, only mildly surprised by the explanation. "…I see."

"It really isn't surprising that Kaname Madoka would resist." Homura glowered down to where Kyubey sat on the grass. "Humans tend to become defensive once they discover that they have been deceived."

"I suppose _you_ would know that better than anyone." Homura spat back bitterly.

"Regardless, it's a real shame that your countermeasure proved ineffective." Homura's fists tightened in frustration.

She was dealing with a rather delicate issue. At that very moment Madoka was somewhere out there, alone in a parallel world, wielding a weapon that attracted dangerous monsters to her wherever she went; the last thing she wanted was to give her more enemies to fight. That was why she had sent Nagisa and the others; if it were just the Clara Dolls, Madoka would have no doubt tried to fight them off, but she had hoped that if she were confronted by a familiar face, someone she considered a friend, then she could have been persuaded to return peacefully, or at least be unwilling to put up a fight.

A cold shiver ran down Homura's spine as a memory came to the forefront of her mind. The image of Tomoe Mami's lifeless body sprawled on the ground, while a horrified Madoka cried over her, having just killed her friend to protect another.

"…Why must I keep breaking my promises to her?" She cursed under her breath.

Homura didn't want Madoka to have to fight anyone, but especially not her friends. But what other choice was there?

She took a deep breath to center herself before looking up at Sayaka with a cold, indifferent glare.

"Set her down." She ordered. The blunette did as she was told, carefully laying Nagisa's unconscious body onto the soft grass of the hill.

Homura looked her over, as expected there were no physical injuries, but the clouding of her Soul Gem, that she had forced off her finger and into its true form, told her that the fight had taken its toll. With an annoyed sigh, she waved her hand over the crystal, making four little black blocks appear around it. The blackness that had tainted the Soul Gem flowed out in a black mist and was safely consumed by the Grief Cubes. She returned the now purified Soul Gem to Nagisa's finger, and yet she still remained asleep, trapped within her own subconscious.

"You're not sending her back out?" Kyubey asked with a curious tilt of its head.

"There's no point," Homura asserted. "Madoka has already proven herself willing and able to defeat her, and she'll only be getting stronger the longer she remains away from here, isn't that right?" She peered back at the Incubator from over her shoulder.

"I'm afraid so, such is the nature of the Keyblade." Kyubey stated. "The hearts of sentient creatures are capable of producing tremendous amounts of emotional energy, and the Keyblade is able to channel that energy into tangible power, with the only limiting factors being the wielder's experience and stamina. Unfortunately, the Magical Girl system is, by design, unable to keep up with such progression."

"You really love hearing yourself talk, don't you?" Homura jabbed, irritated that the creature felt the need to repeat the information she had already been given.

"I'm simply demonstrating that I understand your reasoning, Akemi Homura." Kyubey defended matter of factly. "Even if Momoe Nagisa were to come across Kaname Madoka again, she wouldn't be able to stand against her, let alone capture her."

"Precisely, all she can offer now is an extra set of eyes in the search, hardly worth the effort to keep her conditioned with how much ground there is to cover." Homura stated, sparing the sleeping girl a disappointed glare. "She's useless to me now."

With a casual wave of her hand Nagisa's body was sent flying up into the air, joining a literal cloud of other unconscious people, floating lazily above the city. Homura, unwilling to maintain some sense of normalcy in the world for their benefit, had simply put them to sleep; leaving them completely unaware of the sorry state their home was in. Her gaze fell back on Sayaka, the blunette's eyes having followed Nagisa's body up to the cloud of sleeping civilians and stayed there. In a moment of a panic, Homura stepped forward and grabbed Sayaka by her cumbersome mask, forcing the blunette to look back at the devil, her anxieties calming, as her blue eyes remained cold and lifeless.

With a relieved sigh, she let go of the mask, Sayaka standing back up straight and at attention.

"Return to the search, and remember, only intervene when it is _absolutely_ necessary." Homura ordered, a scowl on her face.

Sayaka said nothing, gave no form of reply at all, before she turned her back to the devil and marched forward, a corridor of darkness summoned by her Clara Doll companions. Homura couldn't help the satisfied smirk that appeared on her face as she watched Sayaka leave. Finally, at long last, the girl was doing as Homura wished.

The Devil then returned to her seat and began reconstructing Mitakihara City anew. It had to be perfect for when Madoka returned.

* * *

 _When Madoka first began to dream of Sora's memories they were always shrouded in a grainy static haze, like she was viewing them through an old television that didn't allow her to fully appreciate what she was seeing. Even as the memories became more vivid and comprehensible, the static persisted to some degree, but it was much more tolerable than it once had been. However, this time the static had descended upon one of her own memories, or at least, she thought it was one of her memories. It was a scene that she recognized, Madoka meeting up with her friends on their way to school, apologizing for being late. Sayaka teased her as always, but rather than be teased in return by Kyoko, a third, different girl simply greeted Madoka with a polite smile._

' _Huh? Hitomi-chan? When did we ever… walk to school with her?' Madoka considered Shizuki Hitomi a friend, but she always walked to and from school with Kamijou Kyousuke, her boyfriend at the time. Not only that, but Kyoko was nowhere to be seen; her absence should have made the scene unrecognizable, and yet… it felt natural, like there was nothing truly out of place._

 _The scene suddenly flashed to their classroom, or rather their old classroom, the one they used when they were second years in Saotome Kazuko's homeroom. Except, she noticed something was amiss as their teacher ranted; Madoka was sitting in the wrong seat, placed near the center of the class next to Sayaka and Hitomi, rather than upfront next to Nakazawa like she had been in that class._

 _Now that that's out of the way… let's welcome our new transfer student…_

 _'Transfer student? Aren't_ I _the transfer student? Nobody transferred in after I did… did they?'_

 _Come on in now… Ak…_

 _The scene was cut off in a flash of violent static, giving Madoka no chance to ponder the strange inconsistencies in the memory. Suddenly, she, Sayaka, and Hitomi were now eating at a food court in the mall, the trio discussing something._

 _Madoka-san, are you sure you've never met… *static*… before?_

 _Well… last night… I first met her in a dream… or something…_

 _'A_ girl _from my dreams? Kairi?' Madoka pondered. The only strange dreams she had ever had were Sora's memories, and the most significant girl from those memories was Sora's childhood friend Kairi. Still, somehow Madoka knew that wasn't the case._

 _Maybe you actually have met… *static*… somewhere before…_

 _Isn't that a little far-fetched… I mean it's just a coincidence…_

… _I suppose…_

 _Madoka noticed how she herself wasn't convinced with the dismissal, but before she could dwell on it, the scene changed again, now showing Madoka wandering around a strange, scary looking floor, equipment strewn about suggesting that it was under construction or maintenance._

 _Where are you…? Who are you…?_

 _Help me…_

 _The voice was in her head, thus she had no real way of following it to the source, forcing Madoka to nervously search around for anyone in need. Suddenly, a panel from the ceiling fell apart, dropping a… creature right in front of Madoka, its matted fur, deep red scars, and heavy breathing showing how injured it was._

 _Was that you...?_

 _Help… me…_

 _Once again, something else came down from the hole in the ceiling, the loud sound of chains rattling startling Madoka before she looked up at the new arrival, her eyes going wide in surprise._

 _Ho… *static*_

 _Get a… *static*… from that thing… *static*_

 _*static*_

 _*static*_

 _*static*_

* * *

"Lass… Lass, wake up."

Madoka's eyes fluttered open as Scrooge lightly shook her shoulder, rousing her from her peaceful sleep.

"Huh?"

"Sorry to interrupt yer snooze, but we've arrived at the next world." Scrooge informed her, gesturing out to the window.

Madoka followed his hand, rubbing the sleep from her eyes and sitting up straight to look at the world that the Gummi Ship was orbiting. From the Lanes Between, the world consisted of a large, oriental looking palace on top, with a small, more modest shrine on the bottom, the two halves separated by a rectangular plaque with what Madoka recognized as Chinese characters inscribed on it, topped off with an engraving of a golden dragon separating the two stanzas of writing.

"This is the world the gate I opened led us to?" Madoka asked.

"Aye, and if we're lucky, it's where we'll find Sora." Scrooge said as he put on his headset in preparation to send Madoka down to the world with Mini-Scrooge.

Madoka looked out pensively at the world they orbited, remembering the taunting way the Cheshire Cat had informed her that Sora wasn't in Wonderland. If the Keyblade could truly take her to the world where Sora resided by just wishing it, then why didn't it work the first time? Or, maybe it did work and Sora had been there, on another one of his journeys, but left before she could find him. Whatever the case, whether Sora was actually in this world or not, she now had to contend with the fact that one of her friends could be in that world too, brainwashed by Homura and looking to return her to Mitakihara City… by force if necessary.

"Madoka!" The pinkette flinched when Mini-Scrooge squawked her name into her ear. "I asked if ye were ready to go." Scrooge repeated himself.

"Oh, uh, right, yes I am." Madoka quickly replied, walking over to the warp point just as she had done before. Scrooge raised a knowing brow at her before turning back to the controls, activating the warp point and sending her and Mini-Scrooge off to the surface of the world.

* * *

Madoka stared in awe as she walked out of a thick bamboo forest, the sight of a far off palace beautifully illuminated by the light of the full moon.

"It's night time already?" Madoka said quizzically as she looked up at the star filled sky. "It was still midday when we left Wonderland, did I really sleep that long?"

"Not exactly lass," Mini-Scrooge replied from her shoulder. "The flow of time in any given world doesn't necessarily match up with all the others, it could be morning in one world and the dead of night in another. It really does a number on an adventurer's sleep schedule." He playfully griped, though Madoka seemed to not at all be looking forward to inter-dimensional jet lag. Even now, in the middle of the night, she was wide-awake, and she dreaded how tired she would be when the sun finally came over the horizon.

"So… should we go back to the Gummi Ship and wait for morning?" Madoka suggested, unsure of how well they would be able to search for Sora under the cover of night.

"Aye, not such a bad idea." Mini-Scrooge agreed, its robotic eyes glowing as it began to prepare the warp point.

"Fall back!" A voice rang through the thicket, followed by sounds of frantic footsteps and clanging metal.

"It's too late, we're surrounded." A second, much more feminine voice cried.

"Where did these things even come from anyway?" A third, gruff voice complained.

"Those voices…" Madoka said, recognizing each one.

"Sounds to me like the Heartless are afoot!" Mini-Scrooge declared.

' _And where there's Heartless, they could be a Keyblade._ ' Madoka thought to herself before she and Scrooge rushed back through the bamboo in the direction of the skirmish.

Eventually, they came upon a countryside road, the light of the full moon allowing just enough visibility to see numerous Shadow Heartless surrounding a carriage, with five people trying to fend them off.

"Hold steady! Protect the carriage!" A tall muscular man barked the order as he swung his sword through an approaching Heartless.

His four companions answered not with words, but action, tightening their formation around the carriage and brandishing their swords against the enemy, slashing through Shadow after Shadow as the Heartless slowly encroached on them. However, such diligence proved to be their downfall, as none of them noticed the Heartless that appeared overhead. It was similar to the Red Nocturne and Blue Rhapsody, only it was colored with swirls of green and bluish white; the Emerald Blues. Before Madoka could warn them, the Emerald Blues summoned a huge gust of wind that blew the entire party in different directions, leaving them open to attack from the Heartless.

 _I'm Mulan… ehem, um, no, I-I mean…_

… _Ping…!_

… _Mulan Ping…?_

"Mulan, look out!" Madoka cried as she summoned the Keyblade and charged into battle. She dashed towards the only female member of the party, a young woman with shoulder length black hair and sensible, green traveling attire, the woman Madoka recognized as Fa Mulan.

The moment she saw the Heartless move in on her, Mulan reached for her dropped sword in hopes to counter, but the creature was on her just before she could grasp the handle. Fortunately, Madoka was faster, slashing right through the Shadow before falling into a defensive stance, protecting the unarmed warrior. With her sword reclaimed, Mulan looked towards her savior, the only thing she could immediately make out in the darkness was the glimmering Keyblade.

"Sora?" She said, recognizing the unique weapon.

"Huh? Sora? Where?" Madoka looked around frantically, before turning around to give the warrior a good look at her.

"Oh, my mistake, I thought you were somebody else." Mulan apologized, nearly forgetting that they were in the midst of combat. However, they were soon reminded when the wind began to pick up, the two just barely managing to evade as the Emerald Blues flew passed them, four blades of magical wind orbiting around it.

"Slippery little punk! I'll teach ya to mess with China's greatest soldiers!" A short and stout man with a swollen eye bellowed before tossing his sword at the Heartless, only for it to float to the side and the weapon to impale a tree. "Wah oh…"

"You idiot! Now you don't have a sword!" A thin, pointed face soldier reprimanded the first as he and an oversized man took protective positions around the carriage.

"You won't be able to hold the line without a sword, Yao." The third soldier added as a Shadow that attempted to slam into him simply bounced off of his massive gut.

The man called Yao was clearly distraught, especially as he watched Mulan and Madoka struggle to keep their footing against a gust of wind. Yao looked back nervously at the carriage, his gaze meeting the eyes of another that peered out the window, and suddenly all of his apprehension disappeared.

"Ahh sword, shmord, I can take this guy down with my bare hands!" Yao declared as he rolled up his sleeves and charged.

"Yao, stop, it's too dangerous!" Mulan said as Yao bolted passed her, clearly not heading her warning. With an angry cry, Yao jumped at the Heartless, throwing his fist in its direction only to hit the air as it ducked under the punch. Yao tumbled to the ground, leaving him completely open for the Emerald Blues to retaliate with a blade of wind.

"Freeze!" Madoka chanted as she shot a blizzard spell at the floating Heartless. However, when the ice hit, it simply slid off the creature's body, falling to the ground completely melted and causing it no discomfort.

"Huh? What happened, why isn't it frozen?" Madoka asked, her Keyblade still pointed at the Heartless.

"Must be resistant to ice magic, lass." Mini-Scrooge posited, much to Madoka's dismay.

The Emerald Blues turned in Madoka's direction, the startled pinkette lowering into a defensive stance ready for a counter attack.

"Made ya look, sucker." Yao spoke, though the Heartless paid him no mind. That proved to be fatal as the soldier had reclaimed his sword from the tree and leaped off its wooden trunk, coming down at the Heartless with a mighty downward slash that finally managed to knock it out of the air. "Mulan!"

"I'm on it!" Mulan reacted immediately. Dashing forward, with Madoka on her heels, the two swordswomen slashed through the prone Heartless together, defeating it.

With the most troublesome threat out of the way, the rest of the Heartless were picked off with ease, the soldiers remaining on their toes for a few moments longer until they were certain that they were safe.

"Is everyone alright?" The muscular soldier inquired as he sheathed his sword.

"Sure we are! It's gonna take a lot more than _that_ to bring down China's greatest and most honorable warriors." Yao boasted, his sword over his shoulder and flexing him muscles in the direction of the carriage.

"Not to mention the most humble." The thin soldier quipped, his oversized companion giving a short chuckle. Madoka also smiled with amusement at the sarcastic statement.

"Excuse me." Mulan said, pulling Madoka's attention away from the showboating Yao. "Thank you so much for your help, you really saved us back there." She said with a grateful bow.

"O-Oh, no, it was no big deal, you don't need to thank me." Madoka replied hesitantly.

"On the contrary, we may owe you our very lives." The muscular man in charge strode forward, his tone and face stern but with noticeable gratitude. "Without your aid, I can't say for sure if we could have made it out of that ambush unscathed. Please, tell us your name."

"Oh, I'm Kaname Madoka." She introduced herself.

"Then on behalf of the Imperial Army, you have my sincerest gratitude, Kaname Madoka. I'll be sure that the Emperor knows of your deeds this night."

 _Soldiers! Get back in line!_

 _The Captain!_

"Well, I'm just glad that you're all safe, but… you're welcome then, Captain Shang." Madoka politely accepted the gratitude.

"It's _General_ now, actually." Mulan corrected. "General Li Shang of the Imperial Army." She said with pride, Shang himself clearing his throat bashfully.

"Yes, well, it's a new title, I understand no disrespect was intended." Shang quickly saved face, though that just seemed to amuse Mulan all the more. "Hold on, I don't think I introduced myself, how did you know my name?" Shang inquired curiously.

"Come to think of it, you knew _my_ name too. Do we know each other?" Mulan added, Madoka quickly realizing her blunder.

"Uh, well…"

"Of course she knows you, you're the heroes that saved all of China!" The thin soldier boasted as he and the others approached.

"Betcha' she knows us too, ain't that right girlie?" Yao asserted, the three soldiers standing tall and proud before her.

 _Hey, a space in line…_

 _I wonder what they're serving for lunch today…_

 _Knuckle sandwiches…_

Madoka took a reflexive step back, the eager smiles they wore a bit unfitting for the ruffians that assaulted Sora.

"Um… Yao, Ling, and Chien Po, right?" Madoka replied.

"See, we're _famous_!" Ling cheered.

"Our reputation precedes us." Chien Po added with a tranquil smile on his face.

"Actually, I know you all from… a friend." Madoka corrected, finding a chance drive the conversation towards her goal.

"A friend?" Shang parroted curiously.

"You mean Sora, don't you?" Mulan immediately deduced.

"Yes, exactly, he's told me all about you!" Madoka claimed.

"Oh yeah, that guy with the massive key." Yao recalled.

"I thought her weapon looked familiar." Chien Po admitted.

"You see I'm actually out here looking for Sora." Madoka explained. "You wouldn't happen to have seen him around, have you?" She asked hopefully.

Mulan held her chin in thought for a moment, but eventually she shook her head.

"No, sorry. The last time I saw him was after the war, and that was a while ago." Mulan lamented.

"I'm afraid I haven't seen him either." Shang replied as well, the other soldiers shaking their heads in agreement.

"Oh… ok." Madoka said, her face falling in disappointment.

"I'm sorry we couldn't help, we do owe you for saving us after all." Mulan apologized, looking rather guilty.

"No, it's ok, it's not your fault." Madoka insisted. "I guess I'll just have to keep looking."

"Well, thank you again for your assistance, and I wish you luck on your search." Shang offered before turning to address his men. "Soldiers, prepare to move out!" He ordered, the trio of soldiers shouting their agreement.

However, Mulan herself looked hesitant, looking between Shang and Madoka with a pensive look on her face.

"I'm sorry, but can you please wait just second?" Mulan quickly said to Madoka, preventing her from taking her leave. The pinkette nodded in agreement, if not in clear confusion, as Mulan rushed over to Shang's side.

"Mulan, I know what you're going to say, but the answer is no." Shang immediately refused her.

"Shang, you and I both know we're not equipped to fight off the Heartless, Madoka can help." Mulan argued.

"This mission is too important to entrust to a stranger we met on the side of the road." He shot back, his face and voice as stern as stone.

"She saved out lives, and she's friends with somebody we _do_ trust." Mulan countered, not so easily faltering.

"Or so she claims." Shang remained resolute, shooting Madoka a weary glance over Mulan's shoulder.

Mulan let out a frustrated sigh, patience clearly wearing thin, but rather than throw it in his face she simply, gently, grabbed Shang's hand and softened her gaze.

"Shang, I know how important this mission is, and if we go alone, the Heartless will tear us shreds eventually." Shang remained quiet, unable to refute the point. "If you're not willing to trust her, then please, trust _me_."

She reached her other hand to a pendant she wore around her neck, in the shape of the white Yang symbol, prompting Shang to reach for a similar pendant he wore, his the black Yin symbol. He looked back to Madoka, and then back to Mulan, his features finally softening as he let out a defeated sigh.

"Alright." He said, earning a small smile from Mulan that he easily returned. The two of them then reproached Madoka, who waited patiently off to the side.

"Madoka, I know we're still indebted to you for saving us, but we need to ask another favor of you." Mulan said to her.

"What's that?"

"You see we are actually out here on a mission from the Emperor." Shang explained. "Mongol forces are approaching our boarders, and the Imperial Army is hopelessly out numbered. So, the Emperor has tasked us with the duty of escorting three princesses to the neighboring kingdom of Qui Gong, where they will marry Lord Qin's sons and secure an alliance so powerful that it will dissuade the Mongols from ever attacking." Shang gestured back to the carriage, where Madoka could see the Yao, Ling, and Chien Po making preparations as three pairs of eyes peaked out from a window.

"So… a political marriage?" Madoka simplified for herself to show she understood. It was a strange concept in her mind; sure arranged marriages hadn't completely disappeared in the modern age, but this sounded like something that would only happen in… well, imperial China.

"Exactly. We had brought so little men because we needed to remain undetected, become one with the countryside, but as you saw, that left us unprepared for the Heartless." Shang lamented.

"They haven't been much of a problem around here since the war ended, but this was the third time this night that they've attacked us." Mulan informed. "If we don't reach Qui Gong in two days time, the alliance will crumble, and at this rate, we may not even make it at all. So, if it isn't too much to ask, we would like you to come with us and help protect the princesses." She requested with a pleading look.

"I see." Madoka said as she began pondering.

She half expected Mini-Scrooge to hop onto her shoulder and just tell her the correct answer, but he remained hidden, his mechanical form most likely much too out of place to risk revealing to the locals. And so, the decision was entirely left up to Madoka, and despite her previous reservations for such a task, this time the answer came much more easily.

"Ok, count me in." Madoka replied with a smile.

"Really? Thank you so much!" Mulan exclaimed as she and Shang gave her a gracious bow.

"We are indebted to you yet again, be sure that the Emperor will hear of your service to this cause." Shang assured her.

"No, it's ok, I don't need a reward or anything." Madoka awkwardly declined. "I just… I'm glad that I can help, it's what Sora would do." She affirmed, Mulan and Shang looking more than satisfied with her response.

"General, all set to move out." Yao informed Shang.

"Excellent. Mulan, take Madoka to the carriage and introduce her to the princesses, she'll ride with them tonight." Shang instructed.

"Good idea, they're probably spooked after being constantly attacked, so hopefully seeing that we have some back up now will calm their nerves." Mulan stated, Shang nodding his approval before he strode back to his horse.

Mulan, Yao, and Madoka marched back to the carriage; Yao took his seat beside Ling on the front while Mulan led Madoka to the back. To be honest, she was rather nervous to meet these princesses, her previous brush with royalty wasn't exactly… pleasant, but she had already agreed to help, and so she would weather the storm.

"Are you alright, your Highnesses?" Mulan greeted respectfully as she opened the door to the carriage.

Sitting within were three women, each one sitting with perfect posture. Even with half their faces hidden behind folding fans, Madoka could tell that each one was incredibly beautiful, their hair done up expertly and what little skin she could see was absolutely flawless.

"Yes, Fa Mulan, there is no need for concern." The tallest princess, holding a purple fan, replied elegantly, her gaze completely neutral as to not reveal any emotion she may have truly been feeling in that moment.

"I'm relieved to hear it. Speaking of relief, allow me to introduce you to your newest bodyguard." Mulan stepped aside to allow Madoka to nervously step forward into view. "This is Kaname Madoka, she'll be coming along to help us protect you from the Heartless."

"Uh…" Madoka nearly froze as the princesses' stoic gazes turned towards her. "I-I-It's a pleasure to meet you, y-your Highnesses." She fumbled through a greeting as she gave them a deep bow.

"Oh no, the pleasure is all ours." The second princess behind a pink fan remarked, forcing Madoka to look up from her bow in surprise. "We saw your battle from the window, you are a rather capable warrior and fought with bravery and honor."

"Oh, um… Th-Thank you, your Highness." Madoka really wasn't used to receiving so much praise, but she didn't want to offend the royal by refusing it either.

"I am Princess Mei." The princess behind the pink fan introduced with a polite nod of the head.

"Princess Su." The princess behind the yellow fan continued.

"And I am Princess Ting-Ting. We leave our lives in your capable hands, Kaname Madoka." The tallest princess rounded off.

Madoka could only let out a concerned squeak in response, the responsibility of guarding royalty suddenly weighing down on her. Thankfully, she was rescued by Mulan, placing a comforting hand on her shoulder.

"Madoka is going to ride in the carriage with you, is that ok?" Mulan asked.

"Oh yes, it would be our honor." Princess Ting-Ting replied, causing Madoka's cheeks to go red.

She hesitated to step up onto the carriage, but summoned up the courage once she saw Princess Mei scoot over to make room for her. She climbed aboard and took her seat, at first only staring at her lap nervously. However, she peaked up at Princess Mei, who smiled at her from behind her fan, the shift in the muscles around her eyes being the only indication. The kind gesture helped Madoka relax, returning the smile with one of her own, and earning an appreciative one from Mulan.

"Well, we better get moving, try to get some rest." Mulan said before taking her leave, closing the door and leaving her alone with the princesses.

It took them a moment before they started moving, a horse ridden by Chien Po walking beside the carriage. Madoka's gaze went from one princess to the next, each one staring forward quietly, posture straight and perfect, most likely wide awake from all the excitement. The tension was unbearable, and it made her feel like she was somehow intruding, and so she decided that the least she could do was keep them entertained with some small talk before they went to sleep.

"So… your getting married?" Madoka started with the obvious topic.

"Yes, we are." Princess Mei replied, the others turning their attention to her as well.

"To princes in key… qui… um… the next kingdom over?"

"That's right, the sons of Lord Qin, ruler of the kingdom of Qui Gong." Princess Ting-Ting replied.

"Right, that…" Madoka couldn't help the awkward pause, even as the princesses looked to her as if waiting for her to speak again. "…Are you nervous at all? I know I would be if I had to marry somebody I never met before."

"A little bit, but mostly we're excited." Princess Su answered.

"Really?"

"Of course, it is out deepest honor to serve our father, the Emperor." Princess Ting-Ting stated.

"And the Middle Kingdom." Princess Mei added.

"Yes, thank you again for helping us get there, we really can't wait." Princess Su said rather stiffly.

"Oh… ok." Madoka went quiet, knowing better than to continue prying. She couldn't really tell from their neutral expressions just how honest their answers were, but the way they seemed to stiffen even further at the mention of their impending wedding seemed to indicate that they weren't as happy as they claimed.

Madoka let out a tired sigh, resting her head back against the carriage wall, allowing the journey through the night to continue in silence.

The princesses were silently grateful for that.

* * *

Madoka forced herself to get some sleep through the night; she would be no use to them if she fell asleep halfway through a Heartless attack.

"Pssst, Madoka, wake up lass, hurry!" Madoka heard Mini-Scrooge whisper in her ear, stirring her from her slumber.

Her eyes fluttered open only to immediately close when she was met with an intense beam of sunlight shining into the carriage from the window. Once her eyes acclimated to the light, she was met with the breathtaking sight of China's countryside, rice fields decorating the lands in unique patterns all they way up to the beautiful mountains in the distance that the sun was just barely able to crest over. Also, resting on the side of the window looking out was Princess Su.

"Wow~! China is so big! Isn't it beautiful!" She cooed in awe, earning an amused smile from Princess Ting-Ting, looking up at her from a scroll she was reading.

"I'd have to agree." She said simply, sparing a glance out the window before returning to her reading.

"Yeah, it really is." The princesses flinched at the sound of Madoka's voice, their gazes falling on her as if to see if she had truly been the one who spoke.

"Oh!" Princess Ting-Ting gasped as she frantically put away her scroll while Princess Su scrambled to find her fan. "G-Good morning, Kaname Madoka." She greeted, her face once again hidden behind her fan.

"Yes, good morning." Princess Su did the same. Madoka couldn't help but sigh as she watched the princesses take on the same stiff postures as the night before.

"Your Highnesses, I don't mean to be rude, but you really don't need to be so formal around me." Madoka insisted.

"We don't?" Princess Su said quizzically, yet hopefully, though those hopes were dashed when Princess Ting-Ting quickly elbowed her in the side.

"Of course we do. We are proud members of the royal family, and you, our subject and honored member of our escort. Therefore, we must always present ourselves with dignity and grace." The eldest princess said with all of the serenity one should expect of royalty.

However, the illusion was quickly shattered when the carriage shook, perhaps after running over a rock or a ditch, causing the two princesses to awkwardly grasp at the walls of the carriage for stability.

"Sorry your Highnesses!" Ling apologized from the front.

Princess Su broke into hysteric laughter, Madoka joining in after a moment. Princess Ting-Ting let out a defeated sigh.

"Well, so much for all of that." She lamented, snapping her fan closed. Madoka couldn't help but giggle, she reminded her of Mami when her mature older sister image began to falter, although the princess took it much more in stride. "Let's start over, my name is Ting-Ting, and these are my sisters, Mei and Su." She reintroduced them.

"I'm Kaname Madoka, but you can just call me Madoka." The pinkette replied, now feeling much more relaxed.

"Ok, Madoka it is."

"We saw your fight with those monsters last night!" Su immediately, excitedly, interrupted. "I didn't know there were any other women in China that could fight as well as Fa Mulan, you two were amazing, weren't they Mei!" She turned to their third sister, who had remained awfully quite the entire morning. Madoka turned to see that Mei was staring out the front window, the sliding door open just crack to allow her to view the two soldiers that drove the carriage. "Mei?" Su called again, but the princess remained transfixed on the window.

"Your Highness?" Madoka said with a tentative tap on Mei's shoulder, finally gaining her attention.

"Huh? Oh, yes, of course." Mei quickly replied a bit flustered. "They were… _incredible._ " She sighed dreamily as her gaze subtly turned back to the window.

Madoka instantly recognized that gaze; she saw it on Sayaka's face many times when they were little, as she watched her childhood friend Kyousuke perform on his violin. Of course, she was just a child back then, they all were, and so, perhaps out of pure curiosity, she decided to bait the starry eyed princess.

"Well, we can't take all the credit, General Shang and the other guards did a lot of the fighting too." Mei remained distant. "And we were only able to defeat that windy Heartless because of Yao-san." Mei flinched at the mention of the soldier's name.

"Yao? Is that his name?" She turned around with an excited smile on her face, giving Madoka her full attention.

"Yeah, he really came through for us after my attack failed." Madoka said with an embarrassed smile as she remembered her failed attempt to freeze the Heartless.

"Yes, yes, I remember that part! He was so _brave_ and _clever_ and…"

"I'm sorry, are we still talking about the dumb gorilla that threw away his sword in the middle of battle?" Ting-Ting interrupted her younger sister's tirade.

"He threw it _at_ the enemy, thank you very much." Mei defended. "And he's hardly a "dumb gorilla", he's more like a… big cuddly panda bear." She swooned as she took a pillow and hugged it, no doubt imagining it as the soldier she so clearly admired.

Madoka couldn't help but giggle at the display, whether it was a grown up princess or an eight-year-old tomboy, a girl in love was a girl in love.

' _An engaged to be married girl in love…_ ' Madoka's face immediately fell.

Suddenly, the carriage came to a halt, the girls stumbling a bit before Mulan came to the window and peaked through the curtain.

"We're stopping to water the horses your Highnesses. Maybe you would like to stretch your legs?" She offered respectfully, Mei immediately looking intrigued.

"Are the, uh, guard fellows out there?" She asked casually, hiding her hopeful expression behind her fan.

"Oh, yes, you're perfectly safe." Mulan assured, completely oblivious to Mei's true intentions.

"I think a leg stretch would be very nice." Mei quickly agreed, folding her fan and stepping out of the carriage with a joyous kick in her step.

Madoka and the princesses followed soon after, watching as Mei immediately made her way towards Yao, who was setting up some snacks and a table to eat them on. Madoka couldn't help but smile at her antics, but the scowl on Ting-Ting's face said that she was fully aware of her sister's feelings as well, and was not happy about it.

"Madoka, may I have a word with you?" Shang called, approaching as the princesses went off to relax in the field that they had stopped in.

"Uh, yes General!" Madoka quickly stood at attention.

"At ease soldier." Shang replied, just a hint of playfulness in his voice. "We were lucky not to have run into anymore Heartless through the night, but we can't afford to take any chances. Once we get back on the road, you'll be riding up front with Mulan, where it'll be your job to take care of any Heartless that get in our way."

"Yes sir, I'll do what I can." Madoka promised with a polite bow, which Shang returned.

"Excellent. In the mean time, keep an eye on the carriage while we go water the horses." He instructed her, waiting for her agreeing nod before taking his horse to join Mulan by the nearby river.

Madoka watched as Shang's whole demeanor changed, his broad shoulders relaxed as Mulan greeted him, a warm smile on both of their faces as they began to converse not as general and soldier, but as… something more.

 _You two play nice…_

 _Whoa… watch it, soldier…_

She couldn't help but giggle, it seemed that Sora was right on the money with those two. She then looked back to where Princess Mei had wandered off two, catching a glimpse of her and Yao sharing a plate of steamed buns and engaging in conversation.

"Well, it's lookin' to me like love is in the air." Mini-Scrooge said as he perched on Madoka's shoulder.

"They really seem to like each other." Madoka replied, smiling as she watched them.

"Aye, it's a real shame that her Highness is to be married soon." He lamented, instantly bringing a frown to Madoka's face.

When she had returned to Mitakihara from America, she was rather surprised to see that Kyousuke had gotten together with Hitomi instead of Sayaka. The blue haired girl seemed to take the rejection in stride, supporting her friends' relationship with a smile, but every now and then Madoka could see the pain in Sayaka's eyes when she watched them from afar. A girl's first love was special, so Madoka could only imagine the pain of losing it… for whatever reason.

"It's not fair." She finally said.

"Life rarely is, lass, especially fer royalty. They rarely get the chance to follow their hearts, not when they have a duty to uphold."

Madoka could only sigh at the old duck's sensible answer. She understood why it needed to be done, why this marriage was so important, but it didn't mean she had to like it… or that it wasn't the right thing to do.

She was brought out of her depressing thoughts by the sound of malicious laughter, Madoka suddenly standing at attention, scanning the area for the source.

"Did you hear that?"

"What's that now?" Mini-Scrooge said quizzically.

The laugh came again, a little bit louder, and a lot more sinister, which didn't exactly reassure Madoka when she couldn't locate the source.

"It sounds… familiar." Madoka said, trying to place where she had heard the voice before.

"I think it's comin' from underneath the carriage." Scrooge stated.

With nowhere else to look, Madoka kneeled down and looked underneath the carriage, and much to her surprise, she found the source of the malicious laughter.

"Now, time to put "Operation Shang" into action." Said what seemed to be a small, red, serpentine lizard, which if pictured over thirty feet long would have looked like a dragon. It ringed its clawed hands together with a mischievous look on its face before scurrying out from under the carriage.

"Wait, is that…" Madoka paused as she stood back up and saw the lizard look around out in the open.

 _Hey Mushu! We missed you…_

 _Well you better HOPE I miss YOU…_

"Mushu!" Madoka cried, the small dragon nearly jumping in surprise.

"Gyahhh! What? What is it? I didn't do nothin'!" Mushu denied frantically, before recognizing who it was that approached him. "Oh, haha, it's just the new girl. Phew, what a relief." He said, whipping the nervous sweat from his brown.

"Sorry, I didn't to mean scare you." Madoka apologized, squatting down to speak with him like she would a small animal.

"Scare _me_? Aw, you don't have to worry about that, it'll take a lot more than a little pink girl from another world sneakin' around to scare _this_ mighty guardian dragon." He boasted with a wide smile, though his words made Madoka flinch in surprise.

"Huh? A-Another world… w-what… that's…"

"Oh please, don't even try it girl." Mushu said with a knowing grin. "Sora's _got_ to have told you all about the two of us traveling the worlds together, kicking Heartless butt and taking Heartless names, so trust me, I know a tourist when I see one."

"Uh… well…" Madoka struggled to answer.

"It's alright lass, cat's outta the bag so to say." Mini-Scrooge said, hopping out of Madoka's hood.

"Yeah, see, that don't look like any family guardian I've ever seen. It's gotta be one of them doohickeys from another world, am I right?" Mushu deduced as he coiled around Mini-Scrooge, examining it closely. Madoka just let out a defeated sigh.

"Alright, fine, we're from another world." She finally admitted. "Please don't tell anyone, we have to protect the world order." She pleaded.

"Eh, no need to worry girl, your secret's safe with me." Mushu assured, much to Madoka's relief. "But, uh, in exchange…" He continued, suddenly scurrying up to Madoka's shoulder to whisper in her ear. "I'd really much appreciate it if you kept my tagging along on this little cross country road trip on the down low, especially in front of ol' Shanghai, if you know what I'm saying."

"General Shang doesn't know you're here?" Madoka inquired. "I thought he knew about you."

"Yeah, well, sure he knows _of_ me, but he's not exactly filled in on the whole "family guardian" situation here, and the rules kind of need me to keep it that way, sort of like how you can't go around telling people that there are other worlds and such." Mushu explained.

"I see." Madoka nodded her head in understanding. "Ok, I'll keep quite then."

"Great! Oh, here they come!" Mushu warned as he hopped off Madoka's shoulder and skittered beneath the carriage.

Madoka quickly stood back up and at attention as Mulan and Shang brought back their horses from the river.

"Madoka, help Mulan load the supplies, it's about time we got moving." Shang instructed.

"Uh, yes sir." Madoka replied before quickly moving to join Mulan behind the storage cart strapped to the carriage. However, as she approached, she noticed that Mulan was already conversing with Princess Mei.

"Your _duty_ was to stay home, but your heart told you to break the rules. How did you decide between duty and heart?" The princess asked as she tried, and failed, to help Mulan load the supplies.

"Well, it wasn't easy." Mulan admitted as she casually picked up what was dropped. "But, by following my feelings, I ended up doing the right thing. I guess I learned that my duty _is_ to my heart."

"My duty is _to_ my heart…" Mei repeated, a look of ecstatic realization slowly appearing on her face. "Yes, that makes sense. That's _marvelous_! Oh, thank you Fa Mulan, thank you!" She said before skipping off to join her sisters in the carriage, not even noticing that Madoka had been listening nearby.

"That was… about Yao-san, wasn't it?" Madoka realized.

"Aye, it seems the lass is havin' second thoughts about this marriage business." Mini-Scrooge concurred.

"Between duty… and heart…" Madoka pondered the concept, her hands tightening into fists as she remembered the decision _she_ had made, staring down the magical arrow of a devil girl.

"Madoka?" Mulan brought Madoka out of her thoughts with a startle. "Is everything alright?"

"Oh, uh, yes, everything's fine… uh, let me help you with that!" Madoka quickly changed the subject, taking the surprisingly heavy supplies Mulan had been carrying and loading them onto the cart.

"Oh, thank you." Mulan said as she closed the cart, all of the supplies inside. "Alright, let's get back on the road. Did Shang let you know that you'll be riding with me?"

Before Madoka could reply, they heard a surprised yelp come from their commanding officer, the two girls rushing back to the head of the procession where they saw the awkward, and somewhat amusing sight of Shang hanging from the saddle that seemed to have slipped off the back of his horse and under its belly.

"…Not. A. Word." Shang warned.

The girls were more than happy to comply with the order… particularly because they burst out into a fit of hysterical laughter when Shang lost his grip and face planted onto the ground.

* * *

Madoka quickly slashed through two Shadows before ducking under the claw swipe of a third Heartless. It was a rather creepy looking one, floating ominously above the ground with its arms outstretched stiffly in front of its body, the long sleeves of its dark purple robe swaying with each movement it made. The Heartless symbol was placed on a small yellow piece of parchment stuck to its forehead that was perpetually burning in an otherworldly bluish flame that seemed to be what kept it alive; the Nightwalker.

It floated a bit higher in the air before coming down on Madoka in a tailspin charge, but she managed to stand her ground and guard against the attack. With her enemy staggered, she attempted to freeze it in place with a Blizzard spell, but just like the Emerald Blues before it, the ice had no effect, and the Nightwalker advanced.

"Oh come on!" Madoka complained as she blocked the oncoming swipes of the Heartless' claws, retaliating with a rotating slash that sent the Nightwalker flying back… on a collision course with Mulan, who was battling her own Nightwalker. "Mulan-san, look out!"

The warning was all she needed to flip back out of the way, the two identical Heartless crashing into each other and tumbling to the ground.

"Mushu!" Mulan called, the small dragon appearing over her shoulder and breathed a stream of fire at the Nightwalkers.

They writhed in agony as the flames ate at them, allowing Mulan the chance to cut them both down in a single swing of her sword. Mulan wiped the sweat from her brow as Madoka approached.

"I'm so sorry Mulan-san, I keep forgetting that ice is no good against those Heartless." Madoka said with an apologetic bow.

"Hey, it's alright." Mulan assured her as she sheathed her sword. "It took me a long time to get the hang of adapting to different kinds of enemies, it just takes practice, you'll get the hang of it soon."

Despite the encouragement, Madoka's gaze hit the floor. She hadn't been fighting for very long, but she had gotten far too used to being able to shoot off a Blizzard spell when in a tight spot. However, with so many of the Heartless in this world being immune to ice magic, that instinct only left her open for retaliation, and made her feel like more of a liability than an asset. Mulan had to pick up the slack for her more times than she would like to admit, and they could both tell that Shang was getting frustrated with her.

"Alright, it's all clear!" Mulan called out to the rest of the troops. Given the ok, Shang led the carriage into the open clearing of the forest that they had found themselves in. The sun had begun to set and it was about time that they stopped to rest again.

"We'll make camp here. If we leave at sunrise, we should arrive at Qui Gong by midday tomorrow." Shang announced, Yao, Ling, and Chien Po shouting their approval of the plan before they began to set up camp.

"Do you need any help setting up your tent?" Mulan asked as she handed Madoka the supplies she would need to pitch one.

"Uh…"

"If you need the help then take it, we need you on the first watch." Madoka flinched as Shang walked passed, grabbing his own supplies from the back of the cart with a frown on his face.

"N-No, it's ok, I can do it myself." She nervously assured, but Mulan wasn't fooled one bit. She waited for Shang to leave before addressing Madoka again.

"I'm sorry about Shang, it may not seem like it, but he knows you're trying your best and really appreciates all of your help."

"I… I know," Madoka sighed, taking Mulan by surprise. "That's why I'm so frustrated. I'm supposed to be helping you, but I'm not really pulling my own weight. It… makes me feel like I'm letting you down." She admitted with a crestfallen look on her face.

"Madoka…" Mulan said sympathetically.

"Well if you ask me, you're helpin' _plenty_." Mushu declared as he popped onto Mulan's shoulder. "It's pretty boy that needs to remove that stick from up his…"

" _Mushu!_ " Mulan quickly silenced him.

"What? I'm just tellin' it like it is." Mushu defended. "Ol' grumpy lips has been actin' like somebody peed in his porridge all day."

"Well, you would too after the day he's had." Mulan countered.

Madoka couldn't disagree; the general had in fact been having a rather rough day. Whether it was fishing for dinner, starting a fire, or just simply scouting the area, Shang's every attempt to contribute was met with disastrous, if not fairly comical results. Madoka could understand why the man would be a little high strung at the end of the day. She recalled a time after her brother Tatsuya was born, when her father needed to split his attention between a crying baby and a needy, and admittedly jealous, ten-year-old girl. Sometimes the stress would just be too much and he would snap at her, but it was always followed by a sincere apology and assurance that he loved her with all of his heart.

Her father was the kindest man Madoka had ever known, if he could crack under the pressure of raising two screaming children, than certainly Shang had it worse with the fate of an entire kingdom weighing down on him. She knew from Sora's memories that Shang was a good man who just wanted to do his duty, and that made Madoka want to respond to his expectations all the more.

"I'm gonna go set up my tent." Madoka said, grabbing Mulan's attention.

"Are you sure you don't need any help?" She offered again.

"No, I'm fine, really." Madoka assured. "I'll take the first watch as soon as I'm done." She said with a determined smile before taking her leave, off to find an appropriate spot to pitch her tent. "Pssst, Mr. Scrooge, do you know how to set up a tent?"

"Aye, gotcha covered lass, don't ye worry." Mini-Scrooge whispered from her hood with a playful wink.

"Thank you." She whispered back.

Meanwhile, Yao, Ling, and Chien Po were busy setting up camp, starting with the Princesses' belongings. As Yao carried practically all of the cases himself he was watched by Princess Mei, who gazed out the window of the carriage and let out a dreamy sigh.

"And what do you think you're doing Mei?" Ting-Ting spoke up, startling Mei out of her daze.

"Oh, uh, nothing, just wanted to see if our tent was set up yet." Mei unconvincingly lied, much to Ting-Ting's annoyance.

"Mei, do not take me for a fool. You were looking at that soldier again, weren't you?" She accused, whipping the awkward grin right off of Mei's face. The younger princess looked away, unable to meet her sister's gaze.

"And what if I was?" She bitterly replied.

"I _knew_ it, you're in love with him!" Su excitedly declared, Mei's sour expression softening.

"Yes… yes, I am." She almost proudly declared, much to her younger sister's joy.

"Unbelievable, you've known him but a day." Ting-Ting reminded.

"And I've never even _met_ the princes of Qui Gong, yet I'm expected to marry one of them!?" Mei shot back, the eldest princess taken aback as Mei practically jumped out of her seat. "And what about you two? Su, you certainly didn't complain when Chien Po helped you pick your fruit." Su's playful expression quickly faded, replaced with one of guilt. "And don't think I didn't notice how hard you have to try to remain indifferent to Ling, Ting-Ting." The eldest princess remained silent, putting on her typical mask of indifference.

"I'm sorry… but I don't think I can go through with this mission after all." All of Mei's anger washed away, replaced with just solemn resignation and guilt.

"What?" Su gasped.

"Mei, you can't be serious, we have a duty to uphold!" Ting-Ting pleaded.

"I know we do, but I have another duty; to my _heart_!" Mei declared, but Ting-Ting was having none of it.

"And what if the Mongols attack and your precious Yao is sent off to battle, what will your heart ask of you then?"

Mei immediately froze, her eyes wide and her mouth falling open in shock. She clearly hadn't considered the possibility of war, and the thought of her love being sent out to fight and die in a conflict she could have prevented instantly took the wind out of her sails. She fell back into her seat, her sisters recognizing the pain in her eyes and moving to her side.

"I know it's hard, but a princess must make every sacrifice for her country. It's our duty." Ting-Ting stated, causing Mei to burst into tears. Su and Ting-Ting did their best to comfort their sister, yet they themselves shared in her pain, in her sorrow.

In her darkness…

As Madoka diligently set up her tent with Scrooge's guidance, a subtle, almost unnoticeable cloud of black smoke began seeping out of the carriage, grabbing her attention.

"Huh? Smoke? A fire!?" Madoka began to panic.

"Not smoke, lass, that be _darkness!_ " Mini-Scrooge corrected, perching on her shoulder.

"Darkness?"

"Aye, and were there be darkness…"

As if on cue, four airborne Heartless materialized around the carriage. They were little, blue, bat like creatures that had large red hooks hanging from their bodies in place of feet; Hook Bats.

"Heartless!" Madoka's cry alerted the entire camp, everyone dropping whatever it was they were doing and turning to the carriage.

"Protect the princesses!" Shang ordered, the entire troop springing into action.

Madoka and Mulan were the fastest, reaching the carriage first, however that also meant they were the first to come face to face with the larger Heartless that appeared between them and the princesses. The creature towered over them, its lower body resembling a black horse while the upper half was that of a muscular humanoid donning grey Chinese armor and wielding a long guan dao spear with an angular golden blade; the Assault Rider.

Before they could draw their weapons, the Assault Rider spun its spear with a flourish, knocking them both back onto their backs.

With the immediate threat knocked prone, two of the Hook Bats secured their hooks onto the front of the carriage, before opening their jagged mouths and biting down on the hooks of the remaining two. Those two then bit down on either side of the Assault Rider's equine body, the large Heartless brandishing its weapon before dashing down the trail, taking the carriage, and the princesses, with them.

"MEI!" Yao exclaimed as he was forced to listen to the princesses' terrified screams as the Assault Rider left them in the dust.

"Everyone on your horses, we're going after them!" Shang declared as he leapt on his own horse while Yao, Ling, and Chien Po rushed to the ones that were originally used to pull the carriage.

Mulan quickly recovered and followed the order, bringing her horse around as Madoka stood back up.

"Madoka, grab on!" Mulan trotted up to Madoka and hoisted the pinkette up onto the horse by the hand before snapping the rains and sending it into a full gallop.

The horses ran in a desperate sprint to catch up with the carriage, with only Shang and Mulan able to keep pace with it. They approached from either side, the princesses inside crying out desperately for rescue, but before Shang could even get close enough to grab hold of the window, the Assault Rider took notice and swung its weapon at him, forcing him to back away. Before Shang could begin to approach again, the Heartless made a preemptive swing at his horse's feet, forcing him back even further.

It then turned its attention to Mulan and Madoka, who closed in on the right of the carriage. It swung its weapon down at them, Madoka just barely managing to summon the Keyblade and block it. The spearhead reared back before the Heartless thrust it forward, too low for Madoka to block, forcing Mulan to steer their horse to the side to avoid it.

"It's not going to let us get close!" Shang shouted over the sound of wind blowing past them and hooves pounding the dirt road.

"Madoka, if we engage the Heartless directly, do you think you can hold it off long enough for the others to save the princesses?" Mulan asked.

On some level Madoka knew it was a long shot, after all she had never fought on horseback before. However, the direness of the situation and the adrenaline pumping through her veins left no room for doubt, and so she gave a consenting nod.

"I'll try my best!"

With a loud "Hiya!" and a crack of the reins, Mulan's horse galloped up to the Assault Rider itself. As they approached, Madoka aimed the Keyblade at the Heartless and shot off a Blizzard spell, hoping to catch it off guard. However, the Assault Rider spun its weapon in defense, the ice freezing the spearhead solid but leaving the Heartless unharmed and undeterred.

It retaliated with a wide swing, the force of impact as its weapon met the Keyblade shattering the ice, but Madoka still managed to slide the spear to the side. The Assault Rider didn't relent, rearing its weapon up again and swinging it at Madoka viciously, the girl blocking each and every strike as best she could while Mulan struggled to keep them steady.

Meanwhile, Shang and his soldiers flanked the carriage at either side, finally able to get in close.

"Mei!"

"Yao!"

"Take my hand, we'll get you out!" Yao cried as he reached his hand out towards the open window. Mei climbed up to the windowsill in turn, reaching out her hand as well, however, just before Yao could grasp it, a blue fist collided with his jaw, sending him flying off his horse and leaving Ling to steer.

" **Yao!** " The soldier heard his friends call his name as he tumbled through the air.

Fortunately, Chien Po managed to snatch him out of the air, setting him down on his horse safe and sound with a relieved sigh.

Shang was facing a similar problem, being cut off from Princess Ting-Ting by another of the same Heartless that had assaulted Yao. It had beady yellow eyes that were partially covered by a striped headscarf that made it resemble a pirate, and sprouting from its back were two large purple wings that allowed it to fly alongside their captives; the Air Pirate.

"We've got company!" Shang exclaimed as he drew his sword and swung it at the Air Pirate, who blocked it with its golden armband.

"Not for long we don't!" Yao declared, standing up on Chien Po's horse and rolling up his sleeves. "Come here you!" He growled as he leapt off the horse and grappled onto the Air Pirate, preventing it from attacking Ling.

"Take _this_ … and _this_! Get the princesses!" He ordered as he struggled to keep a hold of the flailing Heartless.

"Gah… I can't, you're still in the way!" Ling replied in frustration, his horse unable to get any closer, let alone help the princesses.

"Cliff!" Mulan shouted above all of the chaos.

Everyone's attention immediately turned to the front, and as warned, they were quickly approaching a cliff, the Heartless showing no signs of slowing down.

"Oh… no…!" Madoka said as she pushed her Keyblade against the Assault Rider's spear.

This was bad; there was no purchase on the other side that Madoka could see, which meant if the Heartless jumped, the only way to go was down. Best-case scenario, it sticks the landing and gets away with the princesses. Worst case, it lands with a splat and takes the princesses with it.

' _We can't let it go over that cliff!_ ' Madoka realized, redoubling her efforts to win the clash against the Assault Rider. Eventually, she managed to redirect the spear away from her, giving her a chance to think as the Heartless fumbled a bit to keep hold of its weapon.

"Mmm… Oh! Mulan-san, back up a bit, I have an idea!"

"...Ok." Mulan complied with the request, steering her horse away from the Heartless just before it was able to take another swing.

No longer in immediate danger, Madoka took a moment to focus her magical energy into the Keyblade. She then shot out a Blizzard spell, coating the edge of the cliff in a thin coat of ice. However, she didn't stop there, forcing more energy into the Keyblade and casting another Blizzard spell, compounding the effect of the first and creating a small wall of ice.

"Not enough," Madoka lamented as she saw the Assault Rider refusing to slow down. "Once more!" She declared as she focused once again, the freezing energy emanating form the Keyblade making a coat of frost appear on the tip of the blade. "Freeze!" Madoka cried as she fired two more Blizzards, growing the wall of ice to just above the height of the Assault Rider.

This finally got a reaction out of the Heartless, as it immediately dug its hooves into the dirt, steadily slowing its momentum with a skid and just barely managing to stop before crashing into the ice wall. The change in momentum nearly made the carriage fall over, the princesses inside letting out surprised yelps as they just managed to stay standing. With the creature finally stopped and cornered, Madoka and Mulan dismounted their horse, weapons drawn and ready for a fight.

"Mulan!" Shang shouted as he continued to fight off an Air Pirate. "We'll keep the small ones occupied, you two save the princesses!"

"Got it!" Mulan acknowledged the command. "Are you ready Madoka?"

"Yeah!" Madoka replied, falling into a fighting stance as the duo stared down Assault Rider.

The Heartless met their fiery gaze and immediately charged forward, however the nimble warriors were able to evade the attack with ease.

"I'll keep its attention, you see about unhooking the carriage!" Mulan said, Madoka giving a nod of confirmation before she rushed off to the side to wait for an opportune moment.

Mulan on the other hand charged straight for the Heartless. The Assault Rider saw her coming a mile away and thrusted its spear right where she stood, only for Mulan to jump over the spearhead and dash up the long black handle. She cleaved her sword straight through her foe's eyes before kicking off of its shoulder to avoid a clumsy swing of its left arm.

"Mushu!" Mulan commanded, the guardian dragon appearing on her shoulder and spitting a ball of fire at the dazed Heartless.

As the Assault Rider staggered back from the blast, Madoka took the chance to dash forward, Keyblade held at her side ready to slash through the Hook Bats that held the carriage hostage. Unfortunately, the Heartless noticed her approach, and with a twist of its equine body slammed Madoka with the carriage before she even had the chance to take a swing. Madoka flew back, slamming into the wall of ice and sending a few hairline fractures up its cold surface from the point of impact.

She slid to the ground and struggled back to her feet, Mulan quickly coming to her aid and blocking a swing from the Heartless' spear, allowing Madoka to regain her footing. However, the Assault Rider quickly retaliated and planted its spear on the ground before them, summoning forth a small explosion that they were just barely able to avoid. The ice wall wasn't so lucky, the force of the blast shattering it and sending chunks of ice and frost falling off the cliff side.

However, the Heartless' attention was placed squarely on Mulan and Madoka, the creature swinging its spear in a wide arc that forced the duo to retreat further from the cliff face.

"We have to be careful, if it keeps swinging around the carriage like that, the princesses might get hurt!" Mulan warned.

"Then… we need to defeat the Heartless… and fast." Madoka declared through a few tired pants.

She was running low on stamina, the rapid casting of Blizzard leaving her with some light casting fatigue. But, she couldn't stop now, and she knew just what to do to not only keep herself going, but also give her the push she needed to quickly finish the battle.

She took a deep breath, clutching the pendant around her neck as power flowed from her heart to the crystal.

 _Sora!_

She called forth the boy's name in her heart, releasing the energy in a burst of light and transforming her into the Sora Cosplay.

"Madoka?" Mulan said in awe of the pinkette's transformation. It was a bit of a surprise, but it also felt very familiar, Mulan recalling how Sora had used a similar ability when they fought together in the war.

The Assault Rider seemed to take notice of Madoka's new power as well, immediately charging forward with its spear held ready to pierce straight through her heart. However, rather than try to evade, Madoka stood her ground, falling into a defensive stance and guarding against the strike. The spear bounced off the magically protected blade, the Heartless stumbling back from the intense recoil and giving Madoka the opportunity to counterattack. She dashed into the Heartless' guard and cleaved through its torso with a leaping upward slash, following up with a quick spinning slash that scraped against its helmet.

As she descended, the Assault Rider attempted to grab her with its free hand, only to have its appendage knocked away at the last second by a blast of fire. It looked to the side to see Mulan, two floating balls of flame orbiting around her before she smacked one with her sword, sending it careening towards the Heartless. It was forced to block the attack with its spear, giving Madoka the chance to land safely and roll off to the side.

With the large foe distracted, Madoka slashed at one of its legs, breaking the creature's concentration and balance. This gave Mulan the chance to send the final fireball to the Heartless' unprotected face, and as the flames ate at the creature's shadowy flesh Madoka attacked the same leg again, causing the entire Heartless to buckle under its own weight and the underside of its equine body to hit the ground, dazing it.

With the Heartless now defenseless, Madoka took the chance to finish it off. She took a step back from the creature, the Keyblade glowing with the power of light before she tossed it at the helpless Heartless in a Strike Raid. The attack stirred it from its daze, but before it could react in any way Madoka summoned the Keyblade back into her hand and tossed it again, and then again, until the fourth and final strike completely cleaved through the Assault Rider, the once hulking monstrosity fading away in a puff of black smoke.

"You did it Madoka!" Mulan cheered.

"Yeah! You go girl!" Mushu added, much to the pinkette's embarrassment.

When the Keyblade returned to her, she dismissed it, the Sora Cosplay disappearing with it. It was then that Madoka was hit with the familiar wave of sudden fatigue that forced her to her knees, much to Mulan's concern.

"Madoka, what's wrong?" She said as she rushed up to the younger girl, kneeling by her side and placing a comforting hand on her shoulder. Madoka panted out her answer.

"I… I'm fine… the princesses…" She forced herself to lift her head, smiling once she saw the now free carriage behind Mulan. At least, that's what she thought, until she noticed the little blue wings flapping just within sight, pulling the carriage closer to the cliff.

"No… wait, you can't…!" Madoka protested in vain, her attempt to stand and chase after the runaway carriage ending with her falling into Mulan's arms, as apposed to into the dirt.

"The Heartless still have hold of the carriage!" Mulan announced, immediately gaining the attention of the rest of the soldiers.

"Huh? MEI!" Yao exclaimed. He and his comrades immediately turned their backs on their foes and gave chase. The Heartless would have followed suit, striking at their unprotected backs, if it were not for General Shang covering their retreat.

Yao and Ling jumped onto either side of the carriage while Chien Po took old of the back and rooted himself to the ground. The carriage immediately slowed its descent, Yao and Ling opening the windows and attempting to help the princesses climb out the sides, however, between the Hook Bats, gravity, and the unstable footing of the wet, ice covered ground, it was only a matter of time before Chien Po lost the contest of strength.

Madoka could only watch in stunned horror as the carriage was pulled over the edge of the cliff, taking the guards, and the princesses, with it.

* * *

 **A/N: BOOM, LITERAL CLIFFHANGER! Kind of ineffectual if you've watched the movie, I know, but... let's be honest, some of you probably haven't. Those of you who have are probably wondering why I decided to use the plot of Mulan II, the shameless** **cash-grab sequel to the original classic, for this chapter, and... honestly, everything just kind of fitted. Mulan II didn't really perform well so I doubt Square will use it in a future KH title, so I don't have to worry about canon, and looking back at the plot its core conflict of "duty vs heart" actually fits really well with the KH series, and this story in particular. So yeah, look forward to seeing how that pans out next time.**

 **Again, big thanks to Dragonexx for Beta Reading this chapter. Funny story, it was actually reading his fic, "Keys to the Contract", that inspired me to get a Beta Reader for this story in the first place, like I said the story is very similar in premise to mine and does a lot of things differently, and I'd even go as far as to say better, than Reconnect does, so I wanted to get a second opinion on my chapters before I posted them so that they could be the very best they could be. Again, I highly recommend it, go read it if you have the chance (though some of you probably already have). I recommend looking for it on the Spacebattles forums since that's where he posts the latest chapters, I'd leave a link but this site doesn't really do links so... yeah, just google it.**

 **Well, that's about it for now, I'm not sure which story I'm going to update next, and since I'm in the process of looking for a job I may be even less productive on that front than usual but... I'll try my best not to keep you guys waiting for the second half of the Land of Dragons arc. Alright, see you guys later.**


	8. The Lesson of Yin and Yang

**A/N: Hey there everyone, MCN here with the second part of the Land of Dragons Arc of Reconnect. Not much else to say for now, so let's just get the good stuff, shall we?**

 **Disclaimer: I don't own Kingdom Hearts or Puella Magi Madoka Magica**

 **Beta Reader: Dragonexx**

* * *

 **The Lesson of Yin and Yang**

Madoka's heart pounded in her chest as she somehow found the strength to stand and limp over to Mulan and Shang's side. The two soldiers immediately rushed over to the cliff side as soon as the remaining Heartless were taken care of, a look of dread appearing on their faces as they saw the shattered remains of the carriage, and their supplies, floating in the shallow river down bellow.

"Yao! Ling! Chien Po!" Mulan cried, her voice echoing down the mountainside.

"Your Highnesses! Is anyone alright!?" Shang shouted, clear desperation in his normally commanding voice.

"This… this can't be… they can't be gone…" Madoka whimpered, tears welling up in her eyes for every second that passed where they didn't receive a reply.

However, the quiet dread was soon lifted, as out from the water below appeared the soaked forms of Mei and Yao.

"Mei! Yao!" Mulan shouted, bringing Shang and Madoka's attention to the floating figures.

"We're… ok!" Mei shouted back up the mountain between deep breaths of air.

"*cough* So are we!" Ling added as he popped out from the water, followed one by one by the rest of the group.

Madoka couldn't help but count them all. Six heads accounted for, safe and sound, if not a little drenched. The three on the cliff all let out a collective sigh of relief, Madoka herself incredibly relieved that her negligence didn't get her new friends killed.

"If everyone's alright, try and save as much of the supplies as you can!" Shang ordered down the mountain, the soldiers immediately wading through the water and taking whatever they could find.

"So, what now?" Madoka asked after wiping away her tears. "We… _I_ lost the carriage." She said with obvious shame, though whatever Shang's opinion on the matter was went unsaid.

"I'm afraid we have bigger problems than that." He lamented. "Chasing that Heartless took us _way_ off the path, and the only way down the mountain is through the forest. Even if we don't get lost, it's going to take time to reach the others, not to mention we'll have to find our way _back_ onto the road."

"If we have to do all that, there's no way we're going to reach Qui Gong in time, not unless we travel through the night." Mulan realized.

"It'll be difficult without the carriage, but it's looking like our only option." Shang said regretfully, Mulan sighing in response.

' _This is all my fault, if only I could have saved the carriage._ ' Madoka kicked herself. To think just moments ago she felt so proud to have defeated the Assault Rider, but of course she overlooked just one little detail, and everything fell apart.

"General!" Yao shouted up the mountain. "We saved everything we could! Awaiting further orders!" He informed them, Ling and Chien Po bringing one final crate that was still in tact onto the shore.

"Just grab what you can and find a secure spot to rest for the moment! Don't make camp, as soon as we meet back up we'll start heading for Qui Gong!" Shang ordered, the soldiers all shouting their compliance.

"Shang, they're bound to be exhausted after all of that, there's no way they'll be able to make the trip over night." Mulan warned, clearly concerned for their friend's health and safety.

"Do you have a better idea?" Shang replied sternly. He seemed certain that she didn't have any suggestions of her own, but was still open to suggestions if somehow she did.

Madoka could only look away in shame as Mulan crossed her arms and tried to think of a solution. She really thought that she was passed needing someone else to solve a problem that she caused, but then again, wasn't her whole journey just that, a quest to find Sora and have him fight a battle she really should have fought herself?

' _I can't keep going like this, I caused this problem, so_ I _need to help solve it… but, how?_ ' She wracked her brain for an answer, and as her gaze fell across the other side of the mountain range, she found one.

"Yao-san, wait, don't go yet!" Madoka shouted down the mountainside, the six at the bottom stopping dead in their tracks at the sound of her echoing voice.

"Madoka?" Mulan said in surprise.

"There's a village over that way, in the valley just outside the forest, maybe we can meet you there instead!" She suggested, pointing in the opposite direction that the group had been heading.

"A village?" Ting-Ting said with apprehension.

"Ohh~, I've never been to a peasant village before." Su cooed in delight.

"Sounds like it could be fun." Mei agreed with anticipation.

Mulan and Shang followed Madoka's outstretched hand, and much to their surprise, there was in fact a small village built alongside the river that ran through the valley, with a few roads that could be seen sprawling in a few different directions.

"We could resupply there, and there's bound to be a road that can lead us to Qui Gong! Good eye, Madoka!" Mulan praised, receiving an embarrassed, but prideful smile from the pinkette.

"Now hold on, let's not be too hasty about this." Shang interjected, grabbing the two girls' attention.

"What's the matter?" Madoka questioned.

"It's become obvious that the Heartless are specifically targeting us, or more specifically, the princesses." Shang said. "If we go into town, and the Heartless decide to follow us, we'd be putting innocent lives in danger, not to mention the chaos would make it much harder to protect the princesses."

Madoka gasped, the thought clearly not having crossed her mind.

"Hold on, we don't know that for sure." Mulan argued.

"They went after the carriage, and _only_ the carriage, Mulan. That was obviously a coordinated attack, what more proof do you want?" Shang countered, but Mulan didn't seem willing to back down.

"But…"

"No, he's actually right, Mulan-san." Madoka spoke up, much to Mulan's shock.

"Madoka?"

"The Heartless, they're attracted to the darkness in people's hearts. Feeling things like anger, sadness, regret; they all draw the Heartless to you." Madoka explained. "The princesses… I don't think they're as happy about the arranged marriage as they say they are, and that's probably what's drawing the Heartless to us."

"I… I see." Mulan practically whispered, sad to see that her suspicions regarding the front the princesses were putting up turned out to be true. "Then I guess it really is too much of a risk." She conceded, Shang looking not at all satisfied with the outcome of what felt like their hundredth argument of the day.

"…Actually, sending them there might _minimize_ the risk!" Madoka suddenly stated, a light bulb practically appearing over her head as she had a realization.

"What are you talking about?" Shang demanded.

"The Heartless are drawn to the princesses because they're scared and stressed about the marriage. So, um, if they have some fun shopping around in the village, it'll lift their spirits a little, keeping the Heartless away… maybe." She meekly suggested, clearly not sure of her own idea herself.

"Maybe? You want me to risk this whole mission on a _maybe_?" Shang asked, not at all fond of the idea. Madoka shrunk back at his intense gaze, but Mulan quickly came to her rescue.

"It's about as much of a "maybe" as we're going to get chancing it through the forest. We've risked a lot more on less." She insisted, putting her lot squarely in Madoka's corner.

Shang crossed her arms, his brow creasing as he was deep in thought, weighing all of their options.

"What are your orders, General?" Yao shouted up the mountain, urging Shang to make a decision.

Eventually, he let out a defeated sigh.

"You all head for the village, we'll meet you there and see if we can't scrounge up some more supplies!" Shang finally ordered.

Madoka's face lit up. She looked down at the others down the mountain and saw that they all looked rather pleased with the order as well, the soldiers enthusiastically shouting their compliance while the princesses looked absolutely giddy. Madoka couldn't help but giggle, to think that the answer to their complex problem was to simply set the princesses up on a shopping date.

"Let's get going." Shang ordered flatly as he turned and walked away from the cliff. Madoka and Mulan watched in silence as he strode back to his horse, double-checking his saddle in order to avoid his previous faux pas.

"Don't mind him Madoka, he's just worried." Mulan assured her, sensing the pinkette's apprehension.

"Right… I really hope this works." Madoka said, clutching her hands together as she hoped for the very best.

* * *

"Wow~!" Madoka cooed as she, Mulan, and Shang strode into the village.

As luck would have it, the village was in the middle of throwing some kind of festival. The streets were illuminated with red paper lanterns, acrobats performed to adoring crowds, and the scent of fresh food filled the midnight air. Madoka couldn't help but sigh in nostalgia, recalling her first summer festival after returning to Mitakihara; it was an experience she had missed out on in the three years she had spent overseas, and yet walking through the crowded streets as the villagers ate, drank, and made merry nearly had her forgetting that she was in an entirely different world.

"Well if this won't raise the princess's spirits, I don't know what will." Mulan stated as she admired the sights and sounds alongside Madoka.

Shang on the other hand, didn't seemed as impressed.

"Regardless, the sooner we get back on the road the better." Shang said, his own gaze looking around with much more focus and purpose. "I'll go see about resupplying, maybe even get us another carriage, or at least a cart. Mulan, you go find the others and meet me by the stables." Mulan nodded, accepting her orders.

"What about me?" Madoka spoke up just as Shang seemed ready to leave.

"I assumed you were just going to stick with Mulan." Shang replied simply, looking at her over his shoulder in a way that made Madoka feel small.

"Oh, well… I can help with shopping too, if you need it." Madoka offered, hoping to carry her own weight in anyway she could.

"Do you know what to buy?" Shang inquired.

There were no expectations in the question, for better or worse, like he was giving her a chance to impress him, to prove that she was as competent as she was claiming she was.

"Uh…" And of course, Madoka couldn't give him the answer he would have liked. In fact, come to think of it, Madoka didn't have any money to pay for supplies in the first place, or at least no money that would be acceptable in a parallel universe version of ancient China. Fortunately, Mulan chimed in.

"Madoka, why don't you help me find the others. You can watch over them just in case the Heartless attack again." She suggested.

"That sounds like a good idea." Shang replied for her before turning back around and marching down the street. "Remember, we all meet by the stables." And with that he was gone, weaving through the stalls looking for whatever supplies they would need for the road.

Madoka let out a sad sigh. There was never any condemnation in his words, no malice, no disappointment, but no trust or confidence either. She couldn't help but wonder if he blamed her for getting the carriage destroyed, he wouldn't exactly be wrong in thinking that she was responsible for that unfortunate outcome.

 _You're welcome in my troop. Your battle skills are encouraging…_

' _He was impressed with Sora right away._ ' Madoka thought as she recalled the boy's first meeting with the captain.

Before Madoka could get lost in her depressed thoughts, she felt Mulan place a comforting hand on her shoulder.

"Come on, let's go find the others." Mulan suggested with a kind smile, knowing full well not to let Madoka dwell on Shang's less than encouraging attitude.

"…Ok." Madoka complied, her crestfallen look remaining on her face.

However, that was quickly remedied as they began walking around town, the festive mood of the villagers was positively infectious, leaving Madoka unable to so much as keep a straight face, let alone frown.

"Is it some kind of holiday today?" Madoka inquired as a group of excited children bolted passed them.

"I think they're just celebrating a successful harvest." Mulan suggested. "There's definitely enough fresh food to go around."

"You said it girl!" Mushu said as he appeared on Mulan's shoulder. "I can practically taste those dumplings over there, mmm, mmm, _mm_!" Mushu licked his scaly lips as he caught a whiff of some food on a nearby cart. Mulan and Madoka giggled at the small dragon's appetite, but they couldn't deny that scent was enough to make them hungry as well.

"I hope the princesses are having fun as well." Mulan said.

"I'm sure they are, after all, Yao-san and the others are with them." Madoka replied with a knowing smile. Anything was fun when you were with the person you like, at least that's what Sayaka told her.

"Well, they are a pretty… lively bunch. At the very least the princesses won't be board." Mulan posited, an amused but oblivious grin on her face.

"Huh? Mulan-san, could it be that you haven't noticed?" Madoka inquired.

"Noticed _what_?" Mulan said, raising an eyebrow in suspicion.

Madoka went silent, a bead of nervous sweat falling from her brow as she realized her blunder. Mulan, though sympathetic to the princesses' plight, was still on a mission to deliver them to Qui Gong to be married. So, letting her in on the secret affection they had for their guards, a secret that could derail the mission and send the country on the fast track to a bloody war, probably wasn't the best idea.

"Madoka, do you know something I don't?" Mulan asked again, crossing her arms as she narrowed her gaze on the flustered pinkette.

"Uh… w-well…" Should she come clean? Should she deny it? As she fought for a decision in her own mind, Mushu took the choice out of her hands.

"Uh, I do believe she's referring to how the princesses have been making googley eyes at the guards ever since we left the palace." Mushu nonchalantly revealed, much to Madoka's horror.

"What!?" Mulan gasped in genuine surprise. "The princesses?"

"Mm hmm." Mushu nodded with a knowing grin on his face.

"And the guards!?" Mulan turned her gaze back to Madoka, the girl letting out a nervous squeak before she nodded her head in defeat, a blush across her face that could have meant anything from shame for keeping the secret, to embarrassment at the current subject matter. "…I see, so _that's_ what Mei was talking about this afternoon." Mulan realized, stroking her chin as she processed this new information. "This is…"

"Mulan-san, please don't be…"

"Wonderful!" Mulan suddenly exclaimed, her face beaming with joy.

"…Huh?"

"Wasn't expecting that, huh?" Mushu said as he hopped from one of Mulan's shoulders to the next.

"Mulan-san, you're not mad?" Madoka carefully, hopefully, asked.

"Of course not, how could I be?" Mulan replied simply, but her joyous smile quickly fell into a more serious expression. "I knew from the start the princesses weren't happy with the marriage. Admittedly, I was never on board with it either; I mean, marrying someone you've never even met before, it's just not right!" She declared, her hand finding its way up to her Yang necklace " _Everyone_ deserves the chance to marry for love."

"…Like you and General Shang?" Madoka said.

"So you noticed that too, huh?" Mulan replied, Madoka just offering a slight giggle in response. "…Yes, like me and Shang." She said, though Madoka couldn't help but notice that moment of hesitation as she clutched her necklace.

"Speaking of General Hardhead, he's gonna be steaming like a fresh pork dumpling once he catches wind of all of this." Mushu interjected, just a bit more flippant than such a warning would suggest.

"Right, the mission." Madoka agreed. It didn't help that Shang was already in a rather sour mood, but if they were to drop this on him at this stage, he could very well blow his top. Madoka didn't even want to know what he would say and do then.

Madoka look to Mulan, who seemed to be deep in thought herself.

"…For now, let's just keep looking, we'll figure out what to do once we're all together." Mulan stated.

"Ok." Madoka complied, more than willing to put off the harrowing decision for a while.

* * *

"And so my dear father, I cannot complete this mission. I have come to realize that my duty… is to my heart."

It was with a heavy sigh that Mei wrote these words on a piece of parchment, sitting by herself on a lone table in the village square. It was a simple message, but one that could carry the fate of the entire kingdom, and it was one that she did not wish to deliver lightly. Even after gathering up the courage to purchase the ink and brush for which to write the note, she had spent the following five minutes simply contemplating with which words she was to tell her father of the great dishonor she was about to bring onto their family.

And in the end, all she could do was tell the truth.

"Mei!"

The princess jumped at the familiar voice, shooting out from her seat and scrambling to collect her belongings, only able to hide them behind her back before her beloved Yao was upon her.

"So sorry to keep you waiting, milady." Yao said with a playful bow, to which Mei just couldn't help but giggle at.

Though reluctant, Yao had left her side in order to resign to the "little war hero's room", which from what Mei could tell, meant he needed to use the rest room. Such a strange little phrase, and whether it be one of his own creation, or a common euphemism among commoners, she would have no doubt never have come to know it had she never met him. She recalled that magical moment when their eyes first met, the memory seamlessly flowing into every subsequent moment they had spent together on this journey through China, warming her heart the whole time.

And yet, here she was, hiding the very proclamation of her undying love from her beloved himself. Why? Perhaps, deep down, she believed that in the end, he would choose his duty to deliver her to Qui Gong over his love for her, that he would refuse to run off with her and leave his homeland to an uncertain fate, and frankly, she wouldn't blame him if this were so. After all, he was a soldier, loyal to his commanding officer and the mission they were tasked with, but that knowledge didn't keep her from dreading the moment he would have to hand her off to her betrothed, stoic looks on both of their faces that would mask their true feelings.

A mask that she would have to wear for the rest of her life.

' _No, I've made my decision, and whatever Yao decides, I'll respect it._ ' She declared to herself, and yet she still held the note tightly out of sight.

"Well then, shall we continue our tryst into the world of the commoners?" Yao said as he offered her his hand, which Mei gladly took.

"Of course. Please, lead the way." She replied with a smile as she let Yao guild her out of the square.

"Mei-san! Yao-san!" The couple exchanged a surprised glance before turning to the source of the familiar little voice. "Mulan-san, I found them!" Down the busy street, emerging from the crowd was the pink head of hair that was Madoka, followed soon after by Mulan.

Yao's face lit up at the welcomed sight of their companions. Mei, on the other hand, quickly turned to face them in a desperate attempt to hide her treacherous note behind her back.

"Hey, what took you guys so long?" Yao said with a playful smirk as Mulan and Madoka approached them.

"G-Greetings, Fa Mulan, Kaname Madoka." Mei respectfully greeted, attempting, and failing, to act as natural as possible.

"Thank goodness you both are alright." Mulan said with a relieved sigh. "But, where are the others?"

"Eh, no need to worry about them." Yao assured. "Princess Su is with Chien Po, and Princess Ting-Ting is with Ling. We split up so we could, uh… oh, show the Princesses as much of the festival as possible, yeah, that's it."

" _Right_." Mulan replied knowingly, Madoka giggling along as well.

"I'm sorry if that decision has caused you all trouble. If you want we can help you look for the others?" Mei offered.

"No, that's ok, we can do it ourselves." Madoka respectfully declined. "You two just go and wait for us by the…"

"By the bridge that goes over the river." Mulan quickly interjected, much to Madoka's surprise and confusion. She looked over to the taller woman and saw her with a perfect poker face, no indication of falsehood on her face.

"The one on the south end of town?" Yao asked for clarification.

"Yes, we'll meet you there once we find the others." Mulan replied.

"But, General Shang…"

"Is resupplying as we speak," Mulan quickly cut Madoka off. "He'll meet us at the bridge once he's finished, _right_ Madoka?" Madoka, though reluctant, nodded in agreement, cementing the lie.

"Understood!" Yao declared, instantly falling into his role as a guard and saluting as he accepted the orders. "Princess, if you'd please." He said, gesturing down the path that led to the aforementioned bridge.

"Y-Yes, of course." Mei replied hesitantly. With no other option, she crumpled the half written letter in her hand and let it fall to the ground, quickly kicking it under the table as she was led away from the square.

Madoka and Mulan watched them leave, the pinkette making certain that they were out of earshot before speaking.

"Mulan-san… why did you lie?" She asked, earning a sigh from Mulan.

"If what you say about the princesses is true… then I just can't allow them to go through with this marriage." Mulan admitted.

"So… we're abandoning the mission?" Madoka guessed, her gaze turning to the floor in apprehension.

"No." Mulan answered simply, surprising Madoka. "Our mission is to secure an alliance with the Kingdom of Qui Gong, and that's exactly what we'll do. We just have to come up with another way to make it happen, and as much I hate to admit it, that's a conversation that Shang is best left out of." She explained, a solemn, almost guilty look on her face as she mentioned her stubborn, honor bound fiancé.

Madoka didn't like it, but she understood her reasoning. They both knew that Shang would immediately dismiss the idea of bailing the Princesses' out of their engagement if they didn't at least have an alternative solution prepared. Otherwise, he would insist that they stuck to the plan, for that was their duty, and the feelings and happiness of the princesses and his fellow soldiers be damned.

"…Do you really think we'll come up with a better solution?" Madoka asked.

"We _have_ to… we _will_." Mulan replied with the most serious look Madoka had ever seen the war hero make.

' _She's made up her mind, and there's no changing it… she and General Shang may be more alike than they think._ ' Madoka couldn't help but giggle at the thought. If anyone came make this impossible task work out, it would be the two of them.

"What's so funny?" Mulan asked, completely oblivious.

"Nothing, nothing." Madoka quickly denied. "Come on, let's go find the others."

"Uh, you two go on ahead. I'm gonna go grab me some of those pot stickers over there for the road." Mushu said as he hopped off of Mulan's shoulder.

"Seriously, Mushu?" Mulan sighed playfully, but left the guardian dragon to his harmless whim. "Fine, just make sure to come find us later, or we _will_ leave without you."

"You can count on _me_ , girl." Mushu asserted.

With that said, Mulan and Madoka went back into town to search for the remaining members of their party. However, Mushu, instead of going for any of the food stalls, went straight for the crumpled up piece of paper that Princess Mei had discarded, a wide, evil smirk appearing on his muzzle as he read it.

"Oh~, this is gonna be _delicious_!"

* * *

"Maybe we can offer Lord Qin something else in exchange for the alliance." Mulan posited.

"Like what exactly?" Ling asked.

It didn't take too long for Mulan and Madoka to find the rest of their friends in town, and as promised they all met up by the small bridge on the south end of the village to discuss their next move. From what Madoka understood of the terms of the original agreement, after the princesses of the middle kingdom married the princes of Qui Gong, the neighboring kingdom would station their troops at the border between the Middle Kingdom and Mongolia, presenting their commitment to the kingdom's defense should the news of their alliance not be enough to sway the would be invaders.

Other than that, the actual relations between the two kingdoms would remain largely unchanged, so really the marriage was meant as more of a sign of good faith, in exchange for Qui Gong putting their soldiers at risk. Meaning, so long as they offered up something else for the service they would be providing, they should, in theory, still be able to forge an alliance with them.

And so, the brainstorming had begun.

"Well, I guess land would be the obvious choice. Maybe we let them grow their boarders a bit with some good farmland, or a province or two." Mulan suggested.

"I doubt such a trade would please Lord Qin." Ting-Ting lamented. "Qui Gong may not be as large as the Middle Kingdom, but the land it does own is very prosperous, and they were able to keep it that way by carefully managing their size and resources. Lord Qin neither needs, nor wants any more land."

"Well, if all we need are the soldiers, why don't you just trade them some of yours?" Madoka offered. "So long as the Mongols see that your boarder is being protected by soldiers from Qui Gong, it should send the same message that the alliance has been made."

"The point of stationing Qui Gong soldiers at the boarder is to increase the defenses enough that the Mongols won't attack. It doesn't matter which soldiers are protecting which boarders if there are still few enough that the Mongols can break through them." Chien Po regretfully rebuked.

"Oh…"

"Bah! I say to hell with this whole alliance business! Let's just show those Mongols exactly how the imperial army took out Shan-Yu and the Huns!" Yao declared, cracking his knuckles with an intimidating scowl on his face.

"You mean… go to war?" Su said, a horrified expression coming across her and her sisters' faces.

"YOU CAN'T!" Mei immediately cried, laying her shaking hands on Yao's tensing shoulder. "Please, anything but that! I don't know what I would do if I… if I lost you, Yao." She pleaded, tears threatening to spill from her eyes.

Yao's scowl immediately fell as he looked up at his beloved Mei's face, his shoulders relaxing as he felt the warmth from her gentle touch. He looked around at his fellow soldiers, apprehensive looks on their faces as their own princesses clung to them, clearly against the idea themselves.

"Uhh… ah, alright. An alliance it is then." Yao conceded, taking Mei's delicate hand into his and looking to her with a soft, loving gaze that instantly eased her worries.

"Will there really be a war without an alliance." Madoka hesitantly asked.

"That's what the emperor's advisors say, and they don't like our chances of victory." Mulan admitted, looking to the ground with a stern look on her face, the look of a soldier dreading a battle she knew she couldn't win.

"I'm sorry, Fa Mulan." Mei said, grabbing her attention. "We know it is selfish of us to go against our duty like this… to ask _you_ to go against your duty like this." The guilt was apparent on not only hers, but the faces of all of the Princesses and their guards, the weight of their decision and treachery becoming much more apparent to them.

"You're wrong, Mei." Mulan replied with a sympathetic smile. "I'm not going against my duty at all, none of us are." She placed her hand over her chest, harkening back to what she had previously told the princess. "It's never wrong to follow your heart, and we will do whatever we can to make sure you are all free to follow yours, right Madoka?" She turned to their younger companion.

"Well… I…"

Her reply was interrupted by the loud whinny of a horse and the distinct sound of hooves hitting cobble stone in a furious gallop. The eight of them all turned in time to see none other than General Li Shang, leaping over the river on his white horse and landing opposite of them.

"General Shang!" Chien Po gasped, he and his fellow guards immediately unhanding the princesses.

"Oh boy." Yao said with great dread as the three of them stepped forward, none of them able to meet the equally discouraged faces of their partners.

"Mulan-san…" Madoka nearly whispered.

"Don't worry, I'll handle this." Mulan assured them all in a soft, comforting voice before quickly stepping forward along with the guards.

"I'm so sorry to break up your little _party_!" Shang spat into the faces of the guards, the three men trying their hardest to remain standing at attention.

"Shang, before you jump to conclusions, let me explain the situation." Mulan calmly requested as she stood between Shang and the guards.

"Fine, why don't you start by explaining why I found _this_ pinned to the saddle of my horse!" Shang said as he reached into his tunic and pulled out a lightly crumpled, rolled up piece of paper.

"What is...?"

"That's mine." Mei spoke up, a guilty expression on her face. "I wrote that note in town today."

"That's right, it's all in here, your _affair_ with my soldiers, your intent to _abandon_ the mission, and most importantly, the _reason_ for this rash decision of yours." Shang then unrolled the piece of parchment and read aloud. "And so my dear father, I cannot complete this mission. I've come realize that _my duty is to my heart_. Now who does _that_ sound like?" He accused, glaring at the admittedly flustered soldier whose words the princess had decided to borrow.

"But I didn't…"

"I didn't want to believe it, I thought it _had_ to be some kind of mistake!" Shang interrupted Mei's plea. "And yet, here you are, ready to run off into the sunset and leave the Middle Kingdom at the mercy of the Mongols!"

"N-No, that's not it!" Madoka quickly denied. "We weren't trying to leave without you or anything!"

"Oh really?" Shang said, sparing Madoka a glance before turning his full attention back to Mulan. "Than why _are_ you all here at the bridge, instead of meeting me at the stables like you were ordered to?"

"Shang, I _swear_ we were going to meet up with you, but only after we came up with a solution to this problem we're having." Mulan defended, her voice as calm as she could make it.

"The _problem_ , Mulan, is _you_!" Shang's words earned a shocked gasp from the entire company, Mulan herself going wide-eyed and her jaw dropping from the hurtful comment.

"W-What?"

"You place your _own_ feelings above everything!" Shang continued. "Duty! Obligation! Tradition! It all means _nothing_ to you!"

"It means _everything_ to me!" Mulan shot back, finally losing her composure. "My heart tells me my duty and I follow it!" Shang let out an irritated growl at Mulan's response, so infuriated that he had to look away from her.

"You!" Madoka jumped as Shang suddenly addressed her with an outstretched hand. "Escort the princesses back to the stables! I need to have a word with my soldiers." He ordered with the sternest look Madoka had ever seen on anyone.

"No Madoka, don't!" Mulan quickly rebuked the order. "If Shang has something to say, he can say it in front of all of us." She met Shang's furious gaze with one of her own.

"There it is again, _blatant_ insubordination!" Shang shouted. "Is this why you wanted to bring her along? Did you think it would be easier to undermine my authority if you had a young, impressionable warrior around that you could turn to your cause?"

"You make it sound like I was plotting some sort of coup from the beginning!"

"Well what exactly am I _supposed_ to think, Mulan? You were against this mission from the moment we received our orders from the emperor, and now here you are having secret meetings behind my back, all while taking advantage of a stranger who simply doesn't know any better than to go along with whatever the "hero of china" asks of her!"

"How _dare_ you! For you information, Madoka sympathizes with the princesses just as much as I do and wants to help them!" Mulan asserted, completely oblivious to how uncomfortable it made the girl in question. "And you know what, Sora would have done the same thing!" Now that one made Madoka _really_ uncomfortable.

"No Mulan, Sora would have completed this mission because he knew it would decide the fate of the Middle Kingdom, and even if he wouldn't, Madoka isn't Sora, and she _will_ do the right thing, isn't that right?" Shang suddenly turned to Madoka.

"Uh… I…"

"That's right, Madoka _will_ do the right thing, and the right thing is to help the princesses, right Madoka?" Mulan countered, putting Madoka further on the spot.

"You'll do your duty, right Madoka?"

"You'll follow your heart, right Madoka?"

"Madoka?"

"Madoka!"

"I… I…" Back and forth they went, over and over again, demanding a straight answer from her. The rest of the company remained silent, their eyes all on her, awaiting her decision that seemed to be what would break the stalemate between their commanding officers. Madoka never did well under pressure, but she could avoid it no longer, closing her eyes and trying her best to weigh the options in her head even while she was being screamed at. And eventually, she came to an answer.

"I AGREE WITH GENERAL SHANG!"

Silence. Complete and utter silence followed Madoka's declaration, not so much as a surprised gasp coming from the rest of the company. Madoka opened her eyes and was met with shocked, and even horrified looks all around, even Shang himself stared at her with his mouth agape, clearly not as confident in her answer as he had led on.

"…Madoka?" Her eyes met Mulan's, surprise and betrayal evident in her gaze, silently begging for an explanation.

"I… I don't like this political marriage deal anymore than you do Mulan-san, really I don't, but… is it really worth risking a war over it?" Madoka began, continuing when Mulan hesitated to reply.

"Before I came to this wor-, er, before I came to China, I came into contact with this really scary girl. I can only really describe her as a devil, with how powerful she was, and how little she cared about who she had to hurt to get what she wanted. I was the only one who could stop her, and if I didn't, lots of other people were going to suffer; it was my duty." She recalled that fateful day, staring down the arrow of Homura's mystical bow, feet glued to the ground and gripping the Keyblade so hard that it almost hurt.

"But, in the end, I just couldn't do it. I ran away, from the fight, from my home, from my duty. And now… people that I cherish are suffering because of it." She thought back to Nagisa, blissfully unaware that was she was being manipulated by a tyrant. And then there was Sayaka, her best friend, her will completely stripped away and left a hollow shell of the kind, righteous girl she once was.

Madoka was noticeably distressed as she recalled the fate of her friends, her shoulders shook as she grabbed her arm tightly, and the looks of shock and betrayal soon turned to sympathetic gazes. After a moment of silence, Madoka turned to address the princesses.

"Your Highnesses, I know this is hard for you, and I really am sorry, but I just… I don't want you to make the same mistake I made."

The princesses remained silent, hanging their heads in defeat.

"Guards!" Shang announced, the three soldiers once again standing at attention as the General approached. "Escort the princesses to the stables on the north side of town. You are to _guard_ them, you are not to make _any_ detours, and you are _not_ to speak to them, not a _word_. Am I understood!?" Shang commanded in a stern voice that may have been much more explosive had he not cooled off.

" **Yes sir!** " The guards promptly replied, but immediately slumped over in udder sadness as they solemnly escorted the princesses back into town.

Madoka's heart sank as she watched them leave. She wanted to say something, to apologize again, or to give just a bit more explanation as to why she made such a decision, but she knew it was pointless.

Now, it was just the three of them, Shang standing tall, hands behind his back as he watched the others leave like the commanding officer he was, and Mulan standing with her back turned to the both of them, arms crossed and shoulders stiff.

"You're taking away their only chance at happiness. Not just the princesses, but the guards, your _friends,_ as well. You know that, right?" Mulan said remaining with her back turned to them.

"…Yes." Shang replied, just the slightest hint of guilt on his face that Mulan unfortunately couldn't see.

"And you're ok with that? Do you even care?" Mulan almost pleaded, hoping beyond hope that he would have a change of heart; prove that he even had a heart.

"…It doesn't matter how I feel. We have a mission to complete." Shang replied, swiftly crushing those hopes.

"…Fine." Mulan said bitterly as she turned and walked back into town, not even sparing Shang a glance.

"Mulan-san, I…"

"Don't!" Mulan silenced Madoka, continuing her stride passed her.

Madoka watched in stunned silence as she stomped away, no doubt just as angry with her as she was with Shang.

"Madoka." Shang grabbed her attention as he approached her. "I… I want to apologize."

"Huh? What for?" Madoka said quizzically.

"To be perfectly honest, my trust in you had been tentative at best, and there were even times where I thought of you as a… well, a liability." He awkwardly admitted.

"Oh…"

"But I was wrong." He quickly asserted. "Probably the most wrong I've ever been in my whole life. I never would've imagined that a stranger we picked up on the side of the road would end up being more trustworthy, more _honorable_ , than my most trusted soldiers."

"I don't _feel_ very honorable." Madoka replied, looking at her feet with a crestfallen expression.

"I know." Shang surprised Madoka by kneeling down to eye level with her and placing a comforting hand on her shoulder. "Doing your duty isn't always easy, especially if it means speaking up against people you care about. But it's always the right thing to do. You should be proud of yourself for what you did today Madoka, I know I am."

He offered her a small, but sincere smile, one that she only ever saw him give Mulan, and she couldn't help but feel just the slightest bit comforted. She returned the smile with one of her own.

"Thank you, General Shang." Madoka said with a formal bow, her fist in her hand as the soldiers tended to do, which Shang returned.

"Come on, let's get going." Shang said, the two of them returning to town and heading for the stables.

Madoka's smile quickly faded.

* * *

Madoka let out a weak cry as she slashed through one last Shadow, panting heavily in exhaustion along with Mulan.

"There's… so many of them." Madoka said between breaths as she dismissed the Keyblade.

"Gee, I wonder why." Mulan bitterly replied as she sheathed her sword.

Madoka remained silent, hanging her head and letting out a sad sigh. Ever since they left the village, the group has been accosted by Heartless attack after Heartless attack, and they all knew exactly why. Madoka didn't need to sense the wisps of darkness wafting off the group to know that there was a heavy tension among them. Between the broken hearts of the princesses and the guards, and the grudge that Shang and Mulan had held on to from the night before, Madoka was surprised they got any breaks from fighting at all.

"Madoka!" Shang called, gaining her attention. "Is it safe?"

"Uh, yes, all clear sir!" Madoka replied with a wave.

With that, Shang motioned for the others to move forward. He was unfortunately unable to procure another carriage, and so the princesses all rode atop a large ox, with the guards dragging their feet a full meter behind them looking just as miserable as their charges.

Mulan silently mounted her horse, about to take her place behind the Princesses, when she locked eyes with Shang. They both wore pained expressions, eyes narrowed with a mixture of sadness, anger, regret, and heartache. No words were exchanged before Shang simply guided his horse forward, Mulan doing the same as their procession of Heartless attracting misery and woe proceeded down the road into a narrow, rocky pass through a mountain range.

"How ye holding up there, Lass?" Mini-Scrooge whispered.

"I'm fine, a little tired, but I can manage until we get to Qui Gong." Madoka replied with a reassuring smile.

"Ye know that's not what I meant." Mini-Scrooge rebuked, wiping the smile from Madoka's face. Her gaze fell to the ground, remaining silent for a moment before replying.

"I've made a decision. Once we're finished with this mission, I'm going to go back to Mitakihara… back to face Homura-chan." She declared.

"I see. And yer sure yer up fer the task?" Mini-Scrooge Inquired, clearly unconvinced.

' _No, not at all._ ' Madoka admitted to herself. Her heart sank just thinking about it, her hands tightening into fists and cold drops of nervous sweat threatening to fall from her brow. However, she pushed through the unease as she looked up at the downtrodden princesses.

"I don't know Mr. Scrooge, but if I'm going to ask the princesses to face _their_ duty, then what right do I have to run away from my own?"

"…Alright, lass, but if ye really intend to end yer journey here, why not make sure it ends without any more regrets." Mini-Scrooge bobbed his head over to the miserable form of Mulan, Madoka knowing exactly what the old bird was getting at.

With a determined nod, she approached.

"Mulan-san?" She hesitantly called, Mulan turning her hanging head to face her. Her dead expression gained just a bit more life at the sight of the pinkette, though she didn't exactly seem happy to see her. "I just wanted to say… I'm sorry about last night. You and the princesses have been very kind to me, and this is probably the worst possible way I can repay you for it. I'm so sorry."

Madoka gave a low, apologetic bow, silently praying that she would at least be forgiven. After a moment of silence, Mulan's expression softened and she let out a sigh.

"No Madoka, _I'm_ sorry." She replied. Madoka sprung back up in surprise, meeting Mulan's own apologetic gaze. "I put you on the spot to try and win an argument. I didn't even consider whether or not you actually agreed with me. I _know_ there's no easy answer to all of this, and I shouldn't hold it against you just because we disagree. Please forgive me for being a bad friend."

Mulan gave her an apologetic smile, and Madoka could feel a weight be lifted off her heart. Even though they disagreed, even though Madoka didn't take her side, she still considered her a friend, and Madoka couldn't be happier. Madoka returned the smile and gave a subtle nod; the two of them silently agreeing that there was no longer any bad blood between them.

But of course, the moment couldn't last forever.

"Madoka!" Shang called, gaining their attention. "Keep a sharp eye out, this is bandit country!"

"Yes sir!" Madoka promptly replied.

Shang and Mulan locked eyes for a moment, just a moment, before immediately turning away. There was a crack of thunder in the overcast above, as if the heavens themselves were voicing the clear animosity between them. And yet, the moment they broke eye contact, they both reached for the matching necklaces that hung around their necks.

"…Are you and General Shang going to be alright?" Madoka immediately knew she shouldn't have asked when she saw the angry scowl on Mulan's face fall into a depressed frown.

"…No. No, I don't think we are." Mulan said, gazing down at her pendent with the saddest eyes Madoka had ever seen. "If this mission has made one thing clear, it's that Shang and I are just… too different."

"Amen to that!" Mushu said as he popped out of Mulan's bag.

"Mushu?" Madoka gasped at the little dragon's sudden and lively appearance.

"Trust me Madoka, those two were _not_ right for each other. Did you see the way Shang disrespected Mulan last night?"

"Well…"

"I'm tellin' you, the sooner General Hard Head isn't around to stink up Mulan's space, the better, right Mulan?" Mushu asserted with an almost satisfied grin on his snout.

Mulan obviously didn't share the sentiment, her head still hanging in grief for her lost love. Madoka recalled how close the two were during the whole rest of the journey, they obviously cared deeply about each other, was a single disagreement really enough to destroy all of that. Of course the royal politics made things much more complicated, but if Mulan could forgive Madoka for making the "wrong" decision, then why couldn't she forgive Shang?

"You know, back home, I have these two friends." Madoka said, Mulan turning her sad gaze towards her. "They're both really different, but also kind of the same. They also argue a lot, about pretty much anything you can think of, and yet the two of them always seem like they're having the time of their lives when they're together. It's strange, but despite all of their fighting, all of their differences, the two of them just… fit."

It was true. From the outside looking in, you would never be able to guess that Sayaka and Kyoko were the best of friends. When Madoka first came back to Mitakihara, she was actually a little bit jealous of how close they were. If _their_ friendship could survive constant disagreements and bickering, certainly Mulan and Shang could make it work.

Mulan, unfortunately, didn't seem to agree.

"Differences can make you stronger, the lesson of Yin and Yang." She gazed down at her Yang pendant; a tear threatening to fall from her eye before she quickly wiped it away. "I really wish I could believe that."

"Mulan-san…" Madoka traded a worried look with Mushu, all traces of previous mirth now replaced with… guilt.

"Hey, come on now girl, it'll be alright." Mushu said as he hopped onto the saddle. "I mean, look on the bright side; you still have _me_. The old team, right?" Mushu offered a wide, almost comedic smile in order to cheer her up, and to his own horror, it did.

"You're always there for me Mushu."

"Eh, you know, just… doin' the best I can."

"No, _really_. I just don't know what I would do without you. You're the best friend I've ever had."

She pet the little dragon's head not unlike Madoka would pet a cat, and the absolute sincerity in her voice made for a very touching scene. However, Madoka couldn't help but notice the cold chill that ran up Mushu's serpentine body, so much so that it made the teeth in his awkward smile chatter.

"Mushu?"

Suddenly, the little dragon let out an agonizing shout, startling them both to the point where Mulan's horse came to a halt.

"Oh I can't stand it no more! The only thing wrong with you and Shang, is _me_!?" He admitted, prostrating himself before Mulan. "I'm the one who got between ya."

"What are you talking about Mushu?" Mulan said quizzically, his word alone unable to shake her faith in him… yet.

"…You've been sabotaging General Shang, haven't you?" Madoka said, realization dawning on her.

"Madoka?"

"All those things that went wrong, his saddle, the campfire, the bear; all that was you, wasn't it?"

Looking back, it should have been obvious from his suspicious behavior when they first met that he was up to no good. But, whether she didn't want to believe that such a close ally to Sora would do such a thing, or she was simply just naïve, she never put the pieces together, until now.

"What? Madoka, I know Mushu's a bit of a troublemaker, but he would never…" Mulan swallowed her claim as she saw Mushu cower, unable to refute Madoka's claim as he averted their gaze. "But… I mean, all that did was put Shang in a bad mood, that's not what did our relationship in."

"Exactly, nothin' I did was working, so when the chance presented itself to really drive a wedge between you two, I…"

"Chance? What chance?" Madoka inquired, but it was Mulan who answered.

"The note." She realized.

"You mean Mei-san's letter?"

"I thought it was strange that she would deliver it to the stables when we never told her Shang would be there… but it wasn't Mei who delivered it, was it?" Mulan accused, Mushu practically able to hear her faith in him shattering.

"It wasn't easy neither; I tell ya I am just _not_ a horse person." Mushu casually responded, as if ignoring the hot water he was in.

"Mushu, what did you _do!_ " Mulan demanded.

"Well, I took these oats from the stable hand, see, and…"

" _ **No**_ **, what did you** _ **do!**_ " Mulan and Madoka repeated together, refusing to let Mushu joke his way out of it.

He cracked like an egg.

"You was gettin' _married_! Everything was gonna change! I was gonna lose you… and my pedestal!"

"Pedestal?" Madoka questioned.

"My place as a family guardian!" Mushu explained. "When a woman marries her husband's ancestors take over the guardian gig! I was gonna go back to _gong duty_ Mulan!" He pleaded for some sympathy, or at least understanding.

Mulan denied him.

"You mean you got between Shang and me so you could keep your _job!?_ " She accused with a nasty scowl on her face.

"Mushu, that's horrible!" Madoka added, her own face contorting into a surprisingly fierce scowl as well.

" _I'm sorry~!_ " Mushu squeaked, genuine regret in his eyes, but it just wasn't enough for Mulan.

"What you did was _unforgivable!_ " Mulan spat, still scowling as she turned away from his groveling form.

Another thunderclap echoed throughout the mountain pass, much louder than any before it, catching the whole company's attention.

"Everyone be careful, it looks like there's a storm coming." Shang ordered over the low rumbling of the pitch-black clouds overhead.

As another thunderclap struck, Madoka noticed that the lightning that struck between the black clouds was an odd color, or rather, that it wasn't the only color in the overcast. While the clouds themselves were black as night, every strike of lightning and crack of thunder revealed that within was a flurry of reds and oranges, a strange color pallet that Madoka unfortunately recognized.

"Wait, it's not a storm, it's…!"

With an earsplitting crack of thunder, a powerful bolt of lightning struck a nearby boulder, the horses whinnying in distress as the entire procession came to halt. Everyone had to look away from the blindingly bright flash, but once their eyes readjusted and they all looked back, they were shocked to find the boulder completely vaporized, and in its place stood what could only be described as a demonic ox.

Its body was pitch black, with red designs all across it that seemed to outline a set of Chinese armor. Its horns were long and jagged, forming the shape of two golden bolts of lightning that still crackled with electricity. It had a horrid face, with yellow swirls where there should have been eyes and an angular red mouth that blew smoke with each breath it took. Finally, hanging from its nostrils, was a nose ring shaped like the Heartless Emblem: the Crackling Kuí.

"Heartless!" Shang exclaimed, as if it wasn't plain for all to see. "Close ranks, protect the Princesses!"

The Guards did exactly as ordered, unsheathing their swords and closing ranks around the Princesses and their mount. Madoka and Mulan prepared for combat as well, the Keyblade appearing in a flash of light and Mulan's blade making a loud _shwink_ as it was pulled from its scabbard.

The warriors stared down the Crackling Kuí, its empty gaze panning over each of them. First at the Princesses and their guards, ready to defend the woman they loved with their lives, then to Mulan and Madoka, the pinkette feeling its line of sight stop at her, or rather the Keyblade, specifically. She lowered into a defensive stance, ready for the creature to charge, and yet, after a moment, it turned away from them all, looking over its broad shoulders back to the only member of their company left, General Shang.

Shang narrowed his gaze once it met the lifeless eyes of the Heartless, and with a loud snort the creature turned to face him, the sharp clang of each of its steps revealing that it had four brass cymbals for hooves.

"Huh?" Yao gasped quizzically, unconsciously relaxing his stance.

"It's going for the General?" Chien Po voiced their confusion.

"Shang!" Mulan exclaimed, about to come to his aid.

"Stay back!" Shang ordered, preventing Mulan's approach. "I'll keep its attention, you all get the Princesses to safety!"

"Shang, we're not leaving you!" Mulan asserted, the rest of the guard sharing the sentiment.

"I'll be right behind you, just _go_!" Shang demanded as he steadied his horse and unsheathed his blade.

Once the Crackling Kuí had turned to face him, it let out a snort before embedding its left horn into the ground, a great amount of electricity surging through it as it scrapped its brass hoof against the ground in preparation. At that very same moment, Shang cracked the reins of his stead with a loud "Hiya!", and the two charged at each other. They galloped once, they galloped twice, Shang raising his sword ready to clash with the creature that dared bared their path. And then…

 _FLASH_

All Madoka did was blink, and suddenly the Crackling Kuí was a good ten meters down the pass, Shang crying as countless volts of electricity surged threw him, knocking him off his horse.

"Shang!" Mulan shouted, the rest only able to watch in horror as their commanding officer convulsed on the ground in agony.

It wasn't just the initial strike. It was faster than any of them could see, but the Crackling Kuí had dragged its electrified horn across the ground as it charged, leaving behind a current of crackling electricity that was now continuously shocking Shang. As he struggled against the pain, the Heartless strode back to him, letting out a monstrous cry as it raised itself on its hind legs and brought its front hooves down onto the soldier.

A loud metallic _clang_ echoed throughout the mountain pass, as Mulan and Madoka made it just in time to block the two hooves before they could crush the incapacitated Shang. They were visibly struggling, the Heartless pressing all of its weight down upon them, only for Mushu to appear on Mulan's shoulder and blow a ball of fire into the creature's face. It let out a loud shriek as it was forced back, temporarily blinded by the flames, giving Madoka the chance to cast three consecutive Blizzard Spells at its feet, immobilizing it for the time being.

"Shang!" Mulan carefully kneeled down next to him, sparks still arcing from his body even as the charge on the ground dissipated. "Shang, hold on! Shang!" She tried to get his attention, though he seemed to only be barely conscious.

"Hold on, I think I can help." Madoka said as she reached into her pocket. She pulled out one of the potions she had collected from the Heartless and allowed its healing essence to shower over Shang. His body glowed with a faint green before his eyes snapped open.

"…Thank you… Madoka… Mulan…" He said between coughs, his airway having been constricted by the sparks.

"You can thank us when we get you to safety." Mulan quipped, though was clearly beyond relieved. She summoned her horse to her side with a whistle and helped Shang up onto the saddle.

"My horse…"

"We got at!" Yao assured, he and Ling riding the white stead while Chien Po rode with the Princesses on the Ox. "Come on, let's go!"

They didn't need to be told twice, Mulan cracking the reins of her horse sending it galloping forward, giving the Heartless a wide birth as they passed it up the mountain pass. As they flew by, the Crackling Kuí freed one of its hooves from the ice, then another, and before long the fleeing soldiers could hear the loud clanging of its metallic hooves echoing throughout the mountains.

"Here it comes!" Mulan warned once the Heartless came back into sight.

"I got it. Freeze!" Madoka shot a Blizzard Spell at the ground between them and the Heartless in hopes to slow it down. However, before the shot even hit the ground, there was another flash of lightning, and the Crackling Kuí was nowhere to be found. "Huh? Where…?"

"Up ahead!" Ling exclaimed.

Madoka faced forward and standing in their path, sparks still arching off its body, was the Crackling Kuí. For a moment Madoka thought that it had teleported, how else could it pass them without any of them even noticing, but the black skid marks that it left on the ground before it proved that it had in fact just dashed passed them, faster than any of them could perceive.

The sparks then began to culminate into the horns, releasing a powerful bolt of lighting into the black clouds above, and a moment later numerous identical bolts came raining down from the sky in the straight line, forcing the team to hug the stone walls, narrowly avoiding the strike and coming to a halt as the beast blocked their path forward.

"Yao, fall back!" Shang ordered.

"Sir, that thing's too fast, we'll never be able to out run it!" Yao argued, the princesses looking visibly distraught at their hopeless situation.

"You won't have to." Shang assured, much to all's confusion. "Mulan, take us to that bridge!" He pointed down another path; leading to a ravine that did in fact have a rope bridge connected the two sides.

"…Ok. Hiya!" Mulan complied, snapping her reigns and sending them galloping down the other path.

This left the guards and princesses alone with the beast, but just as before, the Crackling Kuí showed no interest in them, charging after Shang and the others and allowing the guards to guide the princesses back down the mountain for the time being.

Meanwhile, it didn't take long for Mulan to reach the ravine, bringing her horse to a stop just before the old, worn out suspension bridge.

"Um, are you sure that bridge is safe?" Madoka asked, nervously looking down the misty ravine, unable to even see the bottom.

"No, it isn't, and that's the point." Shang replied.

"Huh?"

"If it won't hold for us, than it definitely won't hold for him." Mulan explained once the Crackling Kuí came back into view.

The Heartless stopped its approach, staring its prey down as its horns began to spark with electricity. It scraped its front hoof on the ground before turned its head and stabbed one of its horns into the ground.

"It galloped twice before it rammed through me. With how fast it moves your timing has to be perfect." Shang warned as Mulan turned their horse around to face the Heartless, the three of them brandishing their weapons in preparation for their high-risk game of chicken.

"Get ready." Mulan said before she cracked the reigns, sending her horse galloping forward just as the Heartless began to advance as well.

One gallop…

Two gallop…

"Now!" Mulan cried as she suddenly pulled on the reigns, forcing them to the left of the path just before the bright flash that signaled the Heartless' speed. Madoka could feel the electrical energy arc off of the Keyblade's protective guard. They did it. They evaded the lightning fast Heartless and now it would barrel right onto the bridge and fall into…

 _ZAP_

At that exact same moment, Madoka felt the lightning shoot through her from behind, completely bypassing her guard and sending her, Mulan, and Shang collapsing off their horse and onto the ground.

"W-W-Why-y…?" Madoka stuttered through the hundreds of millions of volts that were passing through her body.

Her muscles convulsed, making it difficult for her to do much of anything, but she did manage to turn her head to get a better look at the electrically charged path the Heartless left behind. Astonishingly, the path streaked across the pass as they had wanted, but just before it reached the bridge, it made a sharp turn, plowing straight through them from behind and leaving the Crackling Kuí standing right where it had started its charge.

' _That… that's not fair!'_ Madoka derided.

It seemed that they had underestimated the creature's speed, and it will be there downfall if they didn't do something quick. Madoka struggled against the current surging through her body, managing to get onto her hands and knees, but no further. She turned to Mulan, who didn't seem to be fairing any better, needing to support herself with her sword just to stay on her knees.

It was then that they heard it, the clanging of the Crackling Kuí's hooves at it stalked closer to them, the girls still unable to get to their feet as the Heartless got close enough to breath smoke into their faces. They kept struggling with all of their might, but their muscles just kept tensing the more they tried to move. As the Heartless loomed over them, its horns began crackling with lightning, about so summon down a massive bolt that will finish them both and win it their Hearts to devourer.

However, just as the energy was about to leave its horns, a steel throwing star imbedded itself in its face.

"Hey, over here!" The Heartless, as well as Mulan and Madoka, turned to see Shang, standing at the edge of the ravine.

Unlike before, Shang was lucky enough not to land on the electrified ground, and though he still seemed to be tense from the initial shock, he was powering through it. Once he had the Heartless' attention, he hobbled onto the bridge, both his partial paralysis and the unstable construction making it difficult, but he pressed on. He stopped once he got halfway across, turning back to meet the Crackling Kuí's fierce gaze with one of his own.

"You came all this way for me, didn't you? Well, here I am!" Shang challenged, brandishing his sword and standing in as solid of a stance as he could muster.

It didn't take long for Mulan and Madoka to realize what was happening. Shang was trying to lure the Heartless onto the bridge as planned, but with how fast it could move it wasn't hard to imagine that it could clear the entire ravine before the bridge collapsed from under it. He needed to make sure it stopped _on_ the bridge, and the only way to do that was to be on the bridge when…

"…No! Gener-al, d-d-don't!" Madoka cried, attempting to prop herself up with the Keyblade as Mulan hand, only for it to fall out from under her and land her face down on the ground.

But it was no use; the Crackling Kuí had already begun charging with lightning, scrapping its hoof against the stone in preparation to serge forward and mow down the foolish soldier who dared challenge it. Madoka tried to prop herself up with the Keyblade just as Mulan had with her sword, only for it to fall out from under her and land her face down on the ground.

"Sha-ng… Shang, please!" Mulan pleased, desperately trying to will her paralyzed limbs to stand and come to her beloved's aid.

Shang locked eyes with Mulan from across the bridge, the reality of what was about to happen dawning in both of them. And yet, Shang stood his ground, reminded of what exactly it was he was fighting for… _who_ he was fighting for.

"Mulan… I'm sorry."

 _FLASH_

The moment after Shang said his peace, the Crackling Kuí surged forward, pushing Shang a few meters back on the bridge as it imbedded its shoulder into the General's sword. Shang clenched his teeth as he felt the bolts of lighting arcing off the Heartless' horns, but thankfully he managed to keep the distance they traveled to a minimum, bringing the Heartless to a stop a third of the way from the other end of the bridge. For a brief moment, it seemed like the bridge would hold after all, but one by one each and every plank the Heartless had stepped on either cracked in half or turned to ash along with the rope that held it together.

And then… they fell.

"Shang! _SHANG!_ " Mulan's desperate cries echoed throughout the mountain as she reached out towards the ravine with her free hand, as if somehow Shang could reach out and grab it, sparing him his inevitable end.

The Crackling Kuí let out a cry of its own, reverberating off the sides of the ravine as it faded further and further from earshot. A moment later, the current that held Mulan and Madoka faded, as if to signal their hollow victory.

And yet still, they both remained paralyzed.

* * *

 **A/N: Huh... it just occurred to me that I ended this chapter in almost the exact same way I ended the last one, you know with a "literal" cliffhanger...** **weird. So yeah, this was _supposed_ to be the last half of the Land of Dragons Arc, but it ended up getting kind of long and I felt like this was just the perfect place to end the chapter. With that said, I've decided that from now on I'm not going to worry too much about chapter lengths and the number of chapters per world and stuff like that, when a chapter reaches a good stopping point, that's where it's gonna stop. **

**Anyway, I hope you guys enjoyed the chapter and I'll try my best to get the _real_ last part of the Land of Dragons Arc to you soon. See ya!**


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